Back to GetFilings.com
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2003
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ____ to ____
Commission file number 333-86018-01
LEUCADIA NATIONAL CORPORATION-ARIZONA
(Exact name of registrant as specified in charter)
Arizona 75-3039789
------------------------------ -----------------------------
(State or other jurisdiction of (I. R. S. employer
incorporation or organization) identification number)
315 Park Avenue South
New York, New York 10010
(212) 460-1900
----------------------------------------------------------
(Address of principal executive offices and telephone number)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
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 Exchange 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 X
----- -----
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes No X
----- -----
The number of shares of the registrant's common stock outstanding as of
August 5, 2003 was 1,000.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
LEUCADIA NATIONAL CORPORATION - ARIZONA
Balance Sheets
June 30, 2003 and December 31, 2002
June 30, December 31,
2003 2002
--------- -----------
(Unaudited)
ASSETS
Cash $ 1,000 $ --
------- -------
Total assets $ 1,000 $ --
======= =======
LIABILITIES
Commitments and contingencies $ -- $ --
------- -------
SHAREHOLDER'S EQUITY:
Common Stock, par value $1 per share, authorized 150,000,000
shares; 1,000 shares issued and outstanding 1,000 1,000
Subscription receivable -- (1,000)
------- -------
Total shareholder's equity 1,000 --
------- -------
Total liabilities and shareholder's equity $ 1,000 $ --
======= =======
See notes to interim financial statements.
2
LEUCADIA NATIONAL CORPORATION - ARIZONA
Statement of Cash Flows
For the six month period ended June 30, 2003
(Unaudited)
Net cash flows from financing activities:
Reduction of subscription receivable $ 1,000
-------
Net cash provided by financing activities 1,000
-------
Cash at January 1, 0
-------
Cash at June 30, $ 1,000
=======
See notes to interim financial statements.
3
LEUCADIA NATIONAL CORPORATION - ARIZONA
Notes to Interim Financial Statements
1. The unaudited interim financial statements, which reflect all adjustments
(consisting only of normal recurring items) that management believes
necessary to present fairly results of interim operations, should be read
in conjunction with the Notes to Balance Sheet included in the Company's
audited financial statements for the year ended December 31, 2002, which
are included in the Company's Annual Report filed on Form 10-K for such
year. The consolidated balance sheet at December 31, 2002 was extracted
from the audited annual financial statements and does not include all
disclosures required by generally accepted accounting principles for annual
financial statements. The Company has not had any operating results for the
period from inception through June 30, 2003.
2. During 2002, the Company issued 1,000 shares of $1 par value common stock
for $1,000. As of December 31, 2002, the Company had not received the
subscription proceeds and accordingly recorded a subscription receivable.
The cash proceeds were received during the first quarter of 2003.
4
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Interim Operations
Liquidity and Capital Resources
During 2002, the Company issued 1,000 shares of $1 par value common stock for
$1,000. As of December 31, 2002, the Company had not received the subscription
proceeds and accordingly recorded a subscription receivable. The cash proceeds
were received during the first quarter of 2003.
Results of Operations
The Company was formed in connection with its parent's, Leucadia National
Corporation, proposed reorganization from New York to Bermuda. It has no
operations and conducts no business.
Item 4. Controls and Procedures.
(a) The Company's management evaluated, with the participation of the Company's
principal executive and principal financial officers, the effectiveness of
the Company's disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as
amended (the "Exchange Act")), as of June 30, 2003. Based on their
evaluation, the Company's principal executive and principal financial
officers concluded that the Company's disclosure controls and procedures
were effective as of June 30, 2003.
(b) There has been no change in the Company's internal control over financial
reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange
Act) that occurred during the Company's fiscal quarter ended June 30, 2003,
that has materially affected, or is reasonably likely to materially affect,
the Company's internal control over financial reporting.
5
PART III - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits.
--------
31.1 Certification of Principal Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Principal Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Principal Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Principal Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
b) Reports on Form 8-K.
-------------------
None.
6
SIGNATURES
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.
LEUCADIA NATIONAL CORPORATION - ARIZONA
August 13, 2003 By:/s/ Joseph A. Orlando
-----------------------
Joseph A. Orlando
Chairman of the Board
7
EXHIBIT INDEX
31.1 Certification of Principal Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Principal Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Principal Executive Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of Principal Financial Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.