-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V1+WMpsph0tO98nlBA00C3vIhaS9StT3c7fkyObvoMYVTAQsR7ozoQUlp7xxOAoY Vp3gi2hoM/l3nUGsQ918qA== 0000950123-03-004906.txt : 20030429 0000950123-03-004906.hdr.sgml : 20030429 20030429153707 ACCESSION NUMBER: 0000950123-03-004906 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030429 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAREY W P & CO LLC CENTRAL INDEX KEY: 0001025378 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 133912578 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13779 FILM NUMBER: 03669434 BUSINESS ADDRESS: STREET 1: 50 ROCKEFELLER PLAZA STREET 2: 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2124921100 MAIL ADDRESS: STREET 1: 50 ROCKEFELLER PLAZA STREET 2: 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: CAREY DIVERSIFIED PROPERTIES LLC DATE OF NAME CHANGE: 19961017 FORMER COMPANY: FORMER CONFORMED NAME: CAREY DIVERSIFIED LLC DATE OF NAME CHANGE: 19971017 8-K 1 y85962e8vk.txt W. P. CAREY & CO. LLC SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 29, 2003 W. P. CAREY & CO. LLC (Exact name of registrant as specified in its charter) DELAWARE 001-13779 13-3912578 - ------------------ ---------------------- -------------- (State of Organization) (Commission File No.) (IRS Employer Identification Number)
50 Rockefeller Plaza, 2nd Floor New York, NY 10020 (Address of principal executive offices) (212) 492-1100 (Registrant's telephone number, including area code) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (C) EXHIBITS The following exhibit is filed as part of this Current Report on Form 8-K: EXHIBIT INDEX
Exhibit No. Exhibit - ----------- ------- 99.1 Earnings Press Release issued April 29, 2003
ITEM 12. RESULTS OF OPERATION AND FINANCIAL CONDITION On April 29, 2003, the registrant issued a press release announcing its earnings for the quarter ended March 31, 2003, certain operating highlights and conducted a webcast and conference call to discuss the results. This information and the related exhibit are being furnished to the Securities and Exchange Commission pursuant to Regulation FD and is not a "filing" under the Securities Exchange Act of 1934, as amended. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. W. P. CAREY & CO. LLC By:/s/ Gordon F. DuGan ---------------------- Gordon F. DuGan Date: April 29, 2003 EX-99.1 3 y85962exv99w1.txt EARNINGS PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE PRESS CONTACT: Curt Ritter W. P. Carey & Co. LLC 212-492-8989 critter@wpcarey.com W. P. CAREY & CO. REPORTS 25% INCREASE IN FFO FOR FIRST QUARTER 2003 Management Confident of Another Strong Year as Sale-leaseback Financing Transactions Remain at Record Levels NEW YORK, NY, April 29, 2003 - Investment firm W. P. Carey & Co. LLC (NYSE: WPC) today reported first quarter 2003 financial results for the three-month period ended March 31, 2003. OPERATING HIGHLIGHTS - Diluted earnings per share (EPS) for the three-month period increased by 21% to $0.46 up from $0.38 for the comparable period last year. This was due in large part to an increase in investment management revenues. - Funds From Operations (FFO), a widely accepted supplemental measure of performance, for the three-month period increased 25% on a per share basis to $0.76 per diluted share, or $28.1 million, up from $0.61 per diluted share, or $22.1 million, for the comparable period last year. A complete reconciliation containing adjustments from GAAP net income to FFO is included in this release. - Net income for the three-month period increased by 26% to $17.3 million up from $13.7 million for the comparable period in 2002. - Total revenue for the three-month period increased 43% to $47.1 million up from $33.0 million for the same period a year ago. This was due in large part to an increase in investment management revenues, as well as the receipt of $2.2 million following the termination of a lease with The Gap, Inc. for a property located in Erlanger, KY. - W. P. Carey completed more than $272 million in net lease transactions during the first quarter as compared to $117 million in 2002. Over the past 12-month period the Company completed $1.16 billion in acquisitions. While quarterly numbers are unpredictable, we continue to believe this increase was due to the continuing desire of corporations to raise capital outside of the traditional capital markets. - In March the Board of Directors raised the cash dividend to $.432 per common share. This reflects the eighth consecutive quarterly increase. The dividend was paid on April 15, 2003 to shareholders of record on March 31, 2003. Dividends have increased every year since 1998 when the company went public. - The Board announced the Company's 2003 Annual Shareholder Meeting will take place on Tuesday, June 10th at 10:30 AM at the Waldorf=Astoria Hotel in New York City. All shareholders are invited to attend. Chairman Wm. Polk Carey said, "Earlier this month we celebrated thirty years of meeting the needs of our investors. Our approach to `under-promise and over-perform,' as well as our decision to run our company as owners has been a success and is reflected in our thirty-year track record and this quarter's financial results. We remain committed to meeting the expectations of our investors and to providing the sale-leaseback financing sought by corporations looking to grow and expand their business. While no one can predict what the future holds, our proven track record and the strength of our management team augurs well for the future." CONFERENCE CALL & WEBCAST W. P. Carey will host a conference call and audio webcast to discuss its first quarter 2003 financial results today at 11:00 AM ET. Stockholders and interested parties may listen to a live broadcast of the call by dialing 1-800-915-4836 (International 1-973-317-5319). The conference call can also be accessed via the Internet on W. P. Carey's homepage at www.wpcarey.com. Please visit the website at least fifteen minutes prior to the call to register, download and install any necessary audio software. For those who are not able to listen to the live broadcast, the webcast replay will be available immediately following the call on the Company's website. Alternatively, individuals can listen to the call after 1:00 PM ET this afternoon by calling 1-800-428-6051 (International 1-973-709-2089) with the access code 289931 through May 30, 2003. W. P. Carey's press releases are available on the Company's website at www.wpcarey.com or by contacting the Corporate Communications Department at 1-800-WP CAREY or by e-mail at media@wpcarey.com. Founded in 1973, W. P. Carey & Co. specializes in corporate real estate financing through the corporate net lease or sale-leaseback structure. The firm and its affiliates continue to be leading lessors of net-leased corporate real estate. The largest publicly traded limited liability company in the world, W. P. Carey owns and/or manages more than 550 commercial and industrial properties throughout the United States and Europe comprised of more than 75 million square feet. (TABLES FOLLOW) THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE FEDERAL SECURITIES LAWS. A NUMBER OF FACTORS COULD CAUSE THE COMPANY'S ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENT TO DIFFER MATERIALLY FROM THOSE ANTICIPATED. AMONG THOSE RISKS, TRENDS AND UNCERTAINTIES ARE THE GENERAL ECONOMIC CLIMATE; THE SUPPLY OF AND DEMAND FOR COMMERCIAL PROPERTIES; INTEREST RATE LEVELS; THE AVAILABILITY OF FINANCING; AND OTHER RISKS ASSOCIATED WITH THE ACQUISITION AND OWNERSHIP OF PROPERTIES, INCLUDING RISKS THAT THE TENANTS WILL NOT PAY RENT, OR THAT COSTS MAY BE GREATER THAN ANTICIPATED. FOR FURTHER INFORMATION ON FACTORS THAT COULD IMPACT THE COMPANY, REFERENCE IS MADE TO THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. W. P. CAREY & CO. LLC FUNDS FROM OPERATIONS (in thousands except share and per share amounts)
THREE MONTHS ENDED MARCH 31, 2003 2002 ------------ ------------ Net income $ 17,273 $ 13,729 Gain on sale of real estate (164) (1,149) Funds from operations of equity investees in excess of equity income (loss) 902 1,564 Depreciation, amortization, deferred taxes and other noncash charges 10,049 7,879 Funds from operations applicable to minority investees in excess of minority income (loss) (74) (15) Straight-line rents 136 (139) SAB 101 adjustment 200 Funds from operations $ 28,122 $ 22,069 FUNDS FROM OPERATIONS PER SHARE - BASIC $ 0.77 $ 0.63 DILUTED $ 0.76 $ 0.61 Weighted average shares outstanding: Basic 36,389,289 35,289,369 Diluted 37,211,485 35,939,985
Funds from operations is calculated as net income, excluding gains (or losses) from debt restructuring and sales of property, plus certain noncash items (primarily real estate depreciation, amortization, impairments and deferred taxes) and after adjustments for unconsolidated partnerships and joint ventures. Funds from operations is a supplemental measure of performance and does not represent net income or cash flows generated from operating activities in accordance with GAAP. It should not be considered an alternative to net income as an indication of the Company's operating performance or to cash flows as a measure of liquidity or an indicator of the Company's ability to fund its cash needs. W. P. CAREY & CO. LLC CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS)
THREE MONTHS ENDED MARCH 31, 2003 2002 ------------ ------------ Revenues: Management income from affiliates $ 25,793 $ 13,485 Rental income 11,934 11,938 Interest income from direct financing leases 5,272 5,988 Interest and other income 3,463 851 Revenue of other business operations 699 688 ------------ ------------ 47,161 32,950 ------------ ------------ Expenses: Interest 3,923 4,284 Depreciation 2,821 2,575 Amortization 2,155 2,310 General and administrative 12,061 7,343 Property expenses 2,668 1,801 Impairment charge on real estate investments and other investments 272 -- Operating expenses of other business operations 563 512 ------------ ------------ 24,463 18,825 ------------ ------------
Income from continuing operations before minority interest, equity investments, gain on sale and income taxes 22,698 14,125 Minority interest in (income) loss (33) 15 Income from equity investments 918 187 Gain on sale of other investments -- 94 ------------ ------------ Income from continuing operations before income taxes and gain on sale of real estate 23,583 14,421 Provision for income taxes (7,024) (2,890) ------------ ------------ Income from continuing operations before gain on sale of real estate 16,559 11,531 Discontinued operations: Income from discontinued operations 550 1,049 Gain on sale of real estate 164 -- ------------ ------------ Income from discontinued operations 714 1,049 ------------ ------------ Gain on sale of real estate -- 1,149 ------------ ------------ Net income $ 17,273 $ 13,729 ============ ============
Basic earnings per share: Earnings from continuing operations $ 0.46 $ 0.36 Earnings from discontinued operations 0.02 0.03 ------------ ------------ Basic earnings per share $ 0.48 $ 0.39 ============ ============ Diluted earnings per share: Earnings from continuing operations $ 0.44 $ 0.35 Earnings from discontinued operations 0.02 0.03 ------------ ------------ Diluted earnings per share $ 0.46 $ 0.38 ============ ============ Weighted average shares outstanding: Basic 36,389,289 35,289,369 ============ ============ Diluted 37,211,485 35,939,985 ============ ============
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