UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One) | |
[ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended | |
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| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from __________ to ___________ |
Commission file number
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(Exact name of registrant as specified in its charter) |
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(State or other jurisdiction of (IRS Employer ID No.) incorporation or organization) |
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(Address of Principal Executive Offices) (Zip Code) |
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Registrant’s telephone number, including area code. |
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(Former name, former address, and former fiscal year, if changed since last report) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES
NO [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web Site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Subsection 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES [
] NO [ ]
Indicate by check mark whether the registrant is a large, accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.
[ ] Large accelerated filer |
[ ] Accelerated filer |
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[X] |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13, or 15 (d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES [X ] NO [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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The following financial statements and related information are included in this Form 10-Q, Quarterly Report.
1. Balance Sheets as of December 31, 2023 and 2022, and September 30, 2023
2. Statements of Operations for the Three Months Ended December 31, 2023 and 2022
3. Statements of Changes in Stockholders’ Equity & Accumulated Other Comprehensive Income for the three months ended March 31, June 30, September 30, and December 31, 2023
4. Statements of Cash Flows for the Three Months Ended December 31, 2023 and 2022
5. Notes to Financial Statements
The financial information included in Part I of this Form 10-Q has been reviewed by Brown Armstrong Accountancy Corporation, the Company's Certified Public Accountants. The information furnished reflects all adjustments, which, in the opinion of management, are necessary for a fair statement of the results for the interim periods.
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Pismo Coast Village, Inc. Balance Sheets as of December 31, 2023 and 2022 and September 30, 2023 (unaudited) | ||||||||
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December 31, 2023 | September 30, 2023 | December 31, 2022 | ||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ | | $ | | $ | | ||
Cash reserved for capital improvements | | | | |||||
Investments | | | | |||||
Accounts receivable | | | | |||||
Inventories | | | | |||||
Prepaid income taxes | | | | |||||
Prepaid expenses |
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Total current assets | | | | |||||
Property and equipment | ||||||||
Net of accumulated depreciation and amortization |
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Total assets | $ | | $ | | $ | | ||
Liabilities and Stockholders' Equity | ||||||||
Current liabilities | ||||||||
Accounts payable and accrued liabilities | $ | | $ | | $ | | ||
Accrued salaries and vacation | | | | |||||
Rental deposits | | | | |||||
Building security deposits | | | ||||||
Current portion of finance lease obligations |
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Total current liabilities | | | | |||||
Long-term liabilities | ||||||||
Deferred taxes | | | | |||||
Finance lease obligations, net of current portion |
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Total liabilities |
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Stockholders' equity | ||||||||
Common stock - | | | | |||||
Retained earnings | | | | |||||
Accumulated other comprehensive income |
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Total stockholders' equity |
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Total liabilities and stockholders' equity | $ | | $ | | $ | | ||
The accompanying notes are an integral part of these financial statements |
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Pismo Coast Village, Inc. Statements of Operations for the Three Months Ended December 31, 2023 and 2022 (unaudited) |
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Three Months Ended December 31, |
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2022 |
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Income |
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Resort operations |
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Retail operations |
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Property lease income |
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Total income |
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Cost and expenses |
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Operating expenses |
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Cost of goods sold |
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Depreciation and amortization |
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Total costs and expenses |
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Income (loss) from operations |
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Other income (expense) |
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Interest income |
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Interest expense |
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Total other income (expense) |
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Income before provision for income tax |
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Income tax provision (benefit) |
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Net income |
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$ |
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Net income per share |
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$ |
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The accompanying notes are an integral part of these financial statements. |
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Pismo Coast Village, Inc. Statement of Changes in Stockholders’ Equity & Accumulated Other Comprehensive Income for the three months ended March 31, June 30, September 30, and December 31, 2023 (unaudited) | |||||||||||||
Accumulated Other Comprehensive Income | |||||||||||||
Common Stock | Retained Earnings | ||||||||||||
Shares |
| Amount | Total | ||||||||||
Balance - December 31, 2022 | | $ | | $ | | $ | $ | | |||||
Net Income (loss) | - | - | ( | - | ( | ||||||||
Other comprehensive income | - |
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Balance - March 31, 2023 | | $ | | $ | | $ | | $ | | ||||
Net Income | - | - | | - | | ||||||||
Other comprehensive income | - |
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Balance - June 30, 2023 | | $ | | $ | | $ | | $ | | ||||
Net Income | - | - | | - | | ||||||||
Other comprehensive income | - |
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Balance - September 30, 2023 | | $ | | $ | | $ | | $ | | ||||
Net Income | - | - | | - | | ||||||||
Other comprehensive income | - |
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Balance - December 31, 2023 | | $ | | $ | | $ | | $ | | ||||
The accompanying notes are an integral part of these financial statements |
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Pismo Coast Village, Inc. Statements of Cash Flows for the Three Months Ended December 31, 2023 and 2022 (unaudited) |
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2023 |
2022 |
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Cash flows from operating activities |
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Income (loss) from operations |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and amortization |
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Income Tax Provision (benefit) |
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Changes in operating assets and liabilities: |
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Accounts receivable |
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Inventories |
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Prepaid income taxes |
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Prepaid expenses |
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Accounts payable and accrued liabilities |
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Accrued salaries and vacation |
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Rental deposits |
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Deferred taxes |
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Total adjustments |
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Net cash provided by operating activities |
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Cash flows from investing activities |
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Capital expenditures |
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Interest from investments |
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Purchase of investments |
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Net cash used in investing activities |
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Cash flows from financing activities |
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Interest from finance lease obligations |
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Principal payments on finance lease obligations |
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Net cash used in financing activities |
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Net increase (decrease) in cash and cash equivalents |
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Cash and cash equivalents - beginning of period |
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Cash and cash equivalents - end of period |
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Reconciliation of Cash and Cash Equivalents Per Balance Sheets: |
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Cash and equivalents |
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Cash reserved for capital improvements |
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Cash and Cash Equivalents Per Statement of Cash Flows |
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Supplemental schedule of non-cash activities |
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Net of unrealized holdings gain on available-for-sale investment securities |
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The accompanying notes are an integral part of these financial statements. |
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Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
(unaudited)
Pismo Coast Village, Inc. (the Company) is a recreational vehicle camping resort. Its business is seasonal in nature with the fourth quarter, the summer, being its busiest and most profitable.
Basis of Presentation
The accompanying Financial Statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions on Form 10-Q pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. In accordance with these rules and regulations, we have omitted certain information and notes normally provided in our annual consolidated financial statements. In the opinion of management, the unaudited Financial Statements contain all adjustments, consisting only of normal recurring items, necessary for the fair presentation of our financial position and results of operations for the interim periods. These unaudited Financial Statements should be read in conjunction with the audited Financial Statements and Notes thereto included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2023. The results of operations for the three months ended December 31, 2023 are not necessarily indicative of the results expected for the entire fiscal year.
Significant Accounting Policies
During the three months ended December 31, 2023, there have been no changes in our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended September 30, 2023.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.
. 9
Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
Revenue from Contracts with Customers
Tourism Taxes
As of December 31, 2023, September 30, 2023 and December 31, 2022 the Company had $
Disaggregation of Revenue
Revenue from site rentals, storage rental, spotting, and store and accessory sales accounts for approximately
Customer Deposits
As of December 31, 2023, September 30, 2023 and December 31, 2022, the Company had $
Advertising
Advertising expense was $
Concentration of Credit Risk
At December 31, 2023, September 30, 2023, and December 31, 2022 the Company had cash deposits of $
10
Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
Fair Value Measures
Our financial assets and liabilities consist principally of cash, cash equivalents, investments, accounts receivable, accounts payable, and rental deposits, and are reported at fair value. The estimated fair value of cash, cash equivalents, accounts receivable, accounts payable and rental deposits approximates their carrying value. The estimated fair value of our investments is based upon quoted market prices using Level 1 input.
The fair value of US treasury instruments as of December 31, 2023 and 2022 were $
At December 31, 2023, September 30, 2023, and December 31, 2022, property and equipment included the following:
December 31, | September 30, | December 31, | ||||||
2023 | 2023 | 2022 | ||||||
Land | $ | | $ | | $ | | ||
Building and resort improvements | | | | |||||
Furniture, fixtures, equipment and leasehold improvements | | | | |||||
Transportation equipment | | | | |||||
Construction in progress |
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Less accumulated depreciation and amortization |
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$ | | $ | | $ | |
Depreciation and amortization expense for the three months ended December 31, 2023 and 2022 was $
The Company has a revolving line of credit with Pacific Premier Bank (formerly Heritage Oaks Bank) for $
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Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
At December 31, 2023, September 30, 2023, and December 31, 2022, finance lease obligations consisted of the following:
December 31, 2023 |
September 30, 2023 |
December 31, 2022 |
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A 2016 Hino truck leased from Donahue Transportation Services Corp, payable in monthly installments of $ |
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A 2018 Hino truck leased from Donahue Transportation Services Corp, payable in monthly installments of $ |
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A 2019 Hino truck leased from Donahue Transportation Services Corp, payable in monthly installments of $ |
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A 2019 Hino truck leased from Donahue Transportation Services Corp, payable in monthly installments of $ |
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A 2020 Hino truck leased from Donahue Transportation Services Corp, payable in monthly installments of $ |
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Total finance lease liabilities |
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Current portion of long-term lease liabilities |
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Total finance lease obligations, net of current portion |
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$ |
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The following table is a summary of the components of the net lease cost for the years ended December 31, 2023 and 2022, respectively.
Three months | Three months | ||||
Ended | Ended | ||||
December 31, 2023 | December 31, 2022 | ||||
Finance lease cost: | |||||
Amortization of ROU assets | $ | | $ | | |
Interest on lease liabilities |
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Total finance lease cost | $ | | $ | |
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Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
Supplemental balance sheet information related to leases December 31, 2023 and 2022 are as follows.
December 31 | September 30 | December 31 | |||||||
2023 | 2023 | 2022 | |||||||
Finance leases: | |||||||||
Property and equipment, gross | $ | | $ | | $ | | |||
Accumulated amortization |
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Property and equipment, net | $ | | $ | | $ | | |||
Weighted average remaining lease term | |||||||||
Finance leases | | | | ||||||
Weighted average discount rate | |||||||||
Finance leases | | | |
The following table summarizes the maturity of the lease liabilities at December 31, 2023.
For the Twelve Months Ending December 31, | Finance Lease | ||
2024 | $ | | |
2025 | | ||
2026 | | ||
2027 | | ||
2028 | |||
Thereafter |
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Present value of future minimum payments | | ||
Less amount representing interest |
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$ | |
On April 1, 2023, the Company amended a property lease agreement for a Billboard located in Santa Maria, CA. The lease is a
For the Twelve Months Ending December 31, | |||
2024 | $ | | |
2025 | | ||
2026 | | ||
2027 | | ||
2028 | | ||
Thereafter |
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$ | |
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Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
On May 1, 2023, the Company entered into a property lease agreement for commercial building space at 180 S. Dolliver St., Pismo Beach, CA 93449. The lease is a
For the Twelve Months Ending December 31, | |||
2024 | $ | | |
2025 | | ||
2026 | | ||
2027 | | ||
2028 | | ||
Thereafter |
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$ | |
On May 1, 2023, the Company entered into a property lease agreement for commercial building space at 2096 Nipomo St., Oceano, CA 93445. The lease is a
For the Twelve Months Ending December 31, | |||
2024 | $ | | |
2025 | | ||
2026 | | ||
2027 | | ||
2028 | | ||
Thereafter |
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$ | |
Each share of stock is intended to provide the shareholder with free use of the resort for a maximum of
A shareholder is entitled to a pro rata share of any dividends as well as a pro rata share of the assets of the Company in the event of its liquidation or sale. The shares are personal property and do not constitute an interest in real property. The ownership of a share does not entitle the owner to any interest in any particular site or camping period.
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Pismo Coast Village, Inc.
December 31, 2023 and 2022 and September 30, 2023
Deferred income taxes arise from temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. The majority of the balance is due to timing differences of depreciation expense, caused by the use of accelerated depreciation methods for tax calculations.
The Company is the sponsor of a 401(k) profit sharing pension plan, which covers substantially all full-time employees. Employer contributions are discretionary and are determined on an annual basis. The Company's matching portion of the 401(k) safe harbor plan was $
Events subsequent to December 31, 2023 have been evaluated through February 13, 2024, which is the date the financial statements were available to be issued. Management did not identify any subsequent events that required disclosure.
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The following analysis discusses the Company's financial condition as of December 31, 2023, compared with December 31, 2022. The discussion should be read in conjunction with the audited financial statements and the related notes to the financial statements and the other financial information included elsewhere in this Form 10-Q.
Certain information included herein contains statements that may be considered forward-looking statements, such as statements relating to anticipated expenses, capital spending and financing sources. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future and, accordingly, such results may differ from those expressed in any forward-looking statements made herein. These risks and uncertainties include, but are not limited to, those relating to competitive industry conditions, California tourism and weather conditions, dependence on existing management, leverage and debt service, the regulation of the recreational vehicle industry, domestic or global economic conditions, and changes in federal or state tax laws or the administration of such laws.
Pismo Coast Village, Inc. operates as a 400-space recreational vehicle resort in Pismo Beach, California. The Company includes additional business operations to provide its users with the full range of services expected of a recreational resort. These services include a store, video arcade, laundromat, and an RV storage operation.
The Company is authorized to issue 1,800 shares of one class, all with equal voting rights and all being without par value. Transfers of shares are restricted by Company bylaws. One such restriction is that transferees must acquire shares with intent to hold the same for the purpose of enjoying camping rights and other benefits to which a shareholder is entitled.
Each share of stock is intended to provide the shareholder with the opportunity for 45 nights of free site use each calendar year, of which twenty-five (25) are during prime-time dates and twenty during non-prime time dates. To accomplish this, the bylaws specify that (a) a minimum of 175 sites will be held open for general public use each day and (b) if the Company is unable to generate sufficient funds from the general public, the Company may be required to charge shareholders for services.
Management is charged with the task of developing sufficient funds to operate the Resort through sales to general public guests, so that each shareholder can continue to receive the free site usage as described above.
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The Company continues to promote and depend upon recreational vehicle camping as the primary source of revenue. The rental of campsites to the general public provides income to cover expenses, complete capital improvements, and allow shareholders up to 45 free nights of camping annually. Additional revenues come from RV storage and spotting, an on-site convenience store and other ancillary services, such as a restaurant, laundromat, and arcade.
The RVing public actively seeks accommodations on the Central Coast despite volatile fuel prices and personal financial uncertainties. RVing offers an affordable outdoor recreational experience, and the Company provides quality facilities and services in a highly popular location. According to industry reports such as the 2023 KOA Camping Report published May 12, 2023, camping continues to be robust and resilient, even in economic downturns. Camping is increasingly popular, with more people than ever viewing it as a way to relax, unwind, and connect with family, friends, and nature.
Camping is an important leisure activity for many people. This may be because, even in an economic downturn, camping remains economically accessible for most individuals. Faced with a failing economic climate, 38% of campers are willing to give up other vacation activities to go camping. 80% of survey respondents from the 2023 KOA Camping Report said they would give up other leisure travel options to camp more.
Most (56%) RVers plan to RV camp the same amount or more in the event of an economic downturn. 33% of RVers say they’ll use their RVs more, and 23% said they would use their RVs the same amount as usual. This is significant and helps demonstrate the economic resilience of outdoor hospitality.
RV storage and towing continue to be a primary source of revenue for the Company. In April 2023, the company purchased 4.42 acres to develop a 150 site self-storage lot due to having a 300+ waitlist for new clients. RV storage provides numerous benefits to the customer including: no stress of towing, no need to own a tow vehicle, use of RV by multiple family members, and convenience. RV storage continues to have a strong demand for both self and tow storage.
Ongoing investment in resort improvements has assured Resort guests and shareholders a top quality, up-to-date facility. This quality and pride of ownership was evident as the resort continues to maintain high standards and has been recognized with quality ratings by Good Sam. The Company’s commitment to quality, value, and enjoyment is underscored by the business’s success due to word of mouth and referrals from guests. In addition, investment for online marketing, social media content, ads in the leading national directory, and trade magazine advertising formulates most of the business-marketing plan.
The Company develops its income from three sources: (a) Resort Operations, consisting of revenues generated from RV site rentals, from RV storage space operations, and from lease revenues from laundry, restaurant, and arcade operations by third party lessees; (b) Retail Operations, consisting of revenues from General Store operations and (c) Property Lease Revenue.
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Income from Resort Operations for the three-month period ended December 31, 2023, increased $19,000 from the same period in 2022, primarily due to an increase in RV storage and towing activity compared to the same period in 2022.
Income from Retail Operations decreased $135,000 for the three-month period ended December 31, 2023, compared to same period in 2022, primarily because the company discontinued delivering RV repair services during April 2023. As of that date, the company transitioned its RV service business to Trailer Hitch RV, who have leased the Company’s service facilities and now provide RV services to shareholders, guests, and the general public from those sites.
In the three-month period ended December 31, 2023, Property Lease Revenue included $30,000 from the lease of the company’s former repair facilities. This represents an increase in net operating income from repair services, which were managed internally in the prior year. During the prior year three-month period ended December 31, 2022, the RV repair and service business contributed $165,000 of revenue, but had $167,000 spend, resulting in a $2,000 net operating loss from RV repair and service activities. This new arrangement with Trailer Hitch leasing the Company’s facilities and providing repair services to our shareholders and guests not only improves the company’s operating income, but it is expected to improve the service experience for our guests and shareholders. As a dedicated RV service and repair business, Trailer Hitch has a history of more timely repairs and has mobile service and other capabilities that the Company had previously been unable to profitably operate on its own.
General Store income increased $30,000, compared to the previous year as the company reorganized the store and expanded merchandise offerings focused on providing the widest appropriate selection of items for guests and shareholders. The more welcoming store layout and longer operating hours have resulted in increased revenue across all categories of products. The largest increases were in apparel and gift sales due to new logo merchandise marketing both the company’s legacy logo, which we do not expect to change, as well as items with more contemporary and theme-based logos that may change from time to time.
Gross margin on the general store improved 6 points to 42% in the three-month period ended December 31, 2023, compared to the same period in the prior year due to the mix of products sold. The company strives to maintain consistent pricing, which leads to moderate margins across staples such as groceries, ice, wood, and RV parts. Increased sales of logo-based merchandise drove higher gross margin in the store year over year as guests have been tending to purchase more of the premium apparel items.
The Company’s business is highly seasonal with late fall and winter months deriving less revenue and profit than the rest of the year. Occupancy during the second quarter is expected to be down due to winter weather patterns, with income increasing in the second half of the fiscal year during the prime travel periods when the weather is nicer. Property lease revenue is expected to remain steady throughout the year due to the fixed nature of the operating leases.
18
Operating expenses for the three-month period ending December 31, 2023, increased $83,000 from the prior year period ended December 31, 2022. The increase is attributed to an approximately $35,000 additional ongoing security spend, primarily associated with increasing security in our storage lots, and a $44,000 increase in landscaping costs, primarily associated with non-recurring tree maintenance in the three-month period ending December 31, 2023.
Interest income for the three-month period ended December 31, 2023, was $81,000 compared to less than $1,000 for the same period ending 2022, because the company is generating interest on treasury bonds that it purchased during November 2022 with excess cash.
Although the supply-demand balance generally remains favorable, future-operating results could be impacted by changes in inflation and the economy that lead to increases or decreases in demand. Depending on the nature of business and economic cycles and trends, rates may be adjusted accordingly, if deemed necessary. Changes in demand could limit the Company’s ability to pass through inflationary increases in operating costs as higher rates.
Additionally, increases in transportation and fuel costs or sustained recessionary periods could unfavorably impact future results. However, the Company believes that its financial strength and market presence will enable it to remain extremely competitive. The company intends to continue to market site usage at its highest value and believes that currently this will not negatively impact the Company’s ability to capture an optimum market share.
The Company’s policy is to use its ability to generate operating cash flow to meet its expected future needs for internal growth.
The Company’s cash and cash equivalents totaled $9.32 million as of December 31, 2023, compared to $9.29 million as of September 30, 2023. The $30,000 increase is primarily due to interest income. Cash and cash equivalents include $8.5 million of cash reserved for future capital improvements as of December 31, 2023.
The Company has also maintained a $500,000 line of credit to ensure funds will be available, if required. The Company has continued to maintain sufficient cash so as to not require the use of this short-term line of credit during the off-season period, and the Company expects to be able to operate without needing to access this line of credit (although there is no assurance of continued excess cash flow.)
Account Payables and Accrued Liabilities totaled $362,000 as of December 31, 2023, compared to $556,000 as of the 2023 fiscal year end. The decrease is primarily because the accrued liabilities balance as of September 30, 2023, included an annual bonus based on fiscal year 2023 profitability that was paid to employees during November 2023. All undisputed payables have been paid in full according to the Company’s policy.
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Total Current Assets increased to $11.3 million at the end of the first quarter of fiscal year 2023, compared with $11.2 million at the end of fiscal year 2023.
The Company spent $61,000 on capital expenditures during the three-month period December 31, 2023, most of which was for design services and environmental studies related to developing the 4.42-acre property that was purchased in April 2023. The remaining capex spend was associated with construction of a new shed alongside the store for wood and other inventory and for new clubhouse square furnishings.
The company expects to spend approximately $1.5 million more on capital projects during the fiscal year 2024. Capital projects for 2024 focus on safety and optimizing the use of our properties. Preventative maintenance projects are expected to cost approximately $0.5 million and include improvements to the General Store, Guest Services building and mini-golf course, replacement of all restroom and laundry water heaters and adding security cameras at storage lots. In addition, the company intends to invest up to $1 million developing the 4.42-acre property that was purchased in 2023, so that it can be operational for additional self-service RV Storage as soon as practical during 2025.
Funding for fiscal year 2024 capital expenditures is expected to come primarily from normal operating cash flows. These projects are intended to not only optimize the marketability of the camping sites and enhance support facilities but are also expected to increase the Resort's value to its shareholders and the general public.
The Company makes available on its website, www.Visitpcv.com, access to its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with or furnished to the Securities and Exchange Commission (SEC).
The public may read and copy any materials filed with the Securities and Exchange Commission, on official business days during the hours of 10:00 a.m. to 3:00 p.m., at the SEC's Public Reference Room located at 100 F Street, N. E., Washington, D.C. 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site (http://www.sec.gov) that contains reports, proxy statements, and other information that the Company files electronically with the SEC.
Not Applicable.
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As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the “1934 Act”), as of December 31, 2023, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. This evaluation was carried out under supervision and with the participation of our General Manager/Assistant Corporate Secretary and our Chief Financial Officer (our principal financial officer). Based upon and as of the date of that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as described in Item 9A(T) included with our Annual Report on Form 10‑K for the year ended September 30, 2023.
Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the 1934 Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the 1934 Act is accumulated and communicated to our management, including our principal executive officer and our principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Our management is also responsible for establishing internal control over financial reporting ("ICFR") as defined in Rules 13a-I5(f) and 15(d)-15(f) under the 1934 Act. Our ICFR is intended to be designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.
Management recognizes that there are inherent limitations in the effectiveness of any system of internal control, and accordingly, even effective internal control can provide only reasonable assurance with respect to financial statement preparation and may not prevent or detect misstatements. In addition, effective internal control at a point in time may become ineffective in future periods because of changes in conditions or due to deterioration in the degree of compliance with our established policies and procedures.
As of December 31, 2023, management assessed the effectiveness of the Company's internal control. During the three months ended December 31, 2023, the company has increased management oversight of the financial reporting control environment, in particular oversight of account reconciliations and account analyses, and controls related to the preparation and review of our financial statements. Based on our assessment, management concluded that, during the period covered by this report, such controls and procedures were effective.
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There are no pending legal proceedings against the Company other than routine litigation incidental to the business.
Not Applicable
Not Applicable
Not Applicable
The annual meeting of the shareholders of Pismo Coast Village, Inc. was scheduled to be held at the South County Regional Center, 800 W Branch Street, Arroyo Grande, CA 93420 on January 20, 2024, at 9:00 a.m. with Board of Directors and Shareholders in attendance. The Annual meeting was held in compliance with California Law and the Corporation’s Articles of Incorporation. The meeting was adjourned to another time and place because a quorum of the holders of the company’s common stock were not present in person or by proxy. The meeting has been adjourned to February 17, 2024, at 9:00 am at the Company’s principal offices, to consider and vote upon the proposals described in the notice of meeting that was sent to each shareholder of record as of the close of business on December 1, 2023.
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Description of Exhibit |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
PISMO COAST VILLAGE, INC.
(Registrant)
Date: February 14, 2024
Signature: /s/ GEORGE PAPPI, JR.
George Pappi, Jr., President, and Chairman of the Board
(Chief Executive Officer/Principal executive officer)
Date: February 14, 2024
Signature: /s/ JACK WILLIAMS
Jack Williams, V.P. - Finance/Chief Financial Officer
(Principal financial officer and principal accounting officer)
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