-----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, MiRLv5B9mjOL/dwrsjZkYIP0Qe54+K/FTfOLa5/KuE5LnunkHPMMOWpuigsgGOD0 PPgAn8R5DQT+pAwTtfiQbQ== 0001029800-04-000071.txt : 20041217 0001029800-04-000071.hdr.sgml : 20041217 20041217112533 ACCESSION NUMBER: 0001029800-04-000071 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041031 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20041217 DATE AS OF CHANGE: 20041217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: URSTADT BIDDLE PROPERTIES INC CENTRAL INDEX KEY: 0001029800 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 042458042 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12803 FILM NUMBER: 041210267 BUSINESS ADDRESS: STREET 1: C/O HRE PROPERTIES INC STREET 2: 321 RAILROAD AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038638200 MAIL ADDRESS: STREET 1: 321 RAILROAD AVENUE CITY: GREENWICH FORMER COMPANY: FORMER CONFORMED NAME: HRE PROPERTIES INC DATE OF NAME CHANGE: 19961230 8-K 1 pressrelease121504.txt 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): December 15, 2004 ------------------ URSTADT BIDDLE PROPERTIES INC. (Exact Name of Registrant as Specified in Charter) ------------------ STATE OF MARYLAND 1-12803 04-2458042 (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 321 Railroad Avenue, Greenwich, CT 06830 (Address of Principal Executive Offices) (Zip Code) (203) 863-8200 (Registrant's telephone number, including area code) (Former Name or Former address, if Changed Since Last Report) ------------------ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1 Item 2.02 Results of Operations and Financial Condition On December 15, 2004, Urstadt Biddle Properties Inc. (the "Company") issued a press release, which sets forth the results of operations and financial condition of the Company for the quarter ended October 31, 2004. A copy of the Company's press release is attached hereto as Exhibit 99.1. Such information shall not be deemed "filed" for any purpose of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing. Item 9.01 Financial Statements and Exhibits (a) Not applicable (b) Not applicable (c) The following exhibit is filed as part of this report: Press release dated December 15, 2004 is filed as Exhibit 99.1. 2 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 hereunto duly authorized. Date: December 17, 2004 URSTADT BIDDLE PROPERTIES INC. (Registrant) By: /s/ James R. Moore ----------------------------- Name: James R. Moore Title:Executive Vice President & Chief Financial Officer 3 EXHIBIT INDEX Number Exhibit 99.1 Press Release dated December 15, 2004 EX-99 2 pressrelease4thqtr04.txt ..0For Immediate Release Contact: James R. Moore, CFO or Willing L. Biddle, President Urstadt Biddle Properties Inc. (203) 863-8200 URSTADT BIDDLE PROPERTIES INC. REPORTS FOURTH QUARTER AND FISCAL 2004 OPERATING RESULTS ANNOUNCES 11TH CONSECUTIVE ANNUAL DIVIDEND INCREASE GREENWICH, CONNECTICUT, December 15, 2004 ...Urstadt Biddle Properties Inc. (UBA and UBP) today announced its fourth quarter and full year financial results for the fiscal year ended October 31, 2004. Net income applicable to Common and Class A Common Stockholders was $18.6 million or $0.76 per diluted Class A Common share and $0.69 per diluted Common share in 2004 compared to $17.6 million or $0.73 per diluted Class A Common share and $0.66 per diluted Common share a year ago. Income from continuing operations was $22.9 million in fiscal 2004 compared to $19.8 million a year earlier. For the three months ended October 31, 2004, net income applicable to Class A Common and Common shareholders was $4,649,000 or $0.19 per diluted Class A Common share and $0.17 per diluted Common share compared to $4,656,000 or $0.19 per diluted Class A Common share and $0.17 per Common share in fiscal 2003. Diluted funds from operations (FFO), the primary indicator of operating performance, increased to $30.2 million this year from $28.3 million in fiscal 2003. On a diluted per share basis, FFO increased to $1.21 per Class A Common share and $1.09 per Common share in fiscal 2004 compared to $1.15 per Class A Common share and $1.04 per Common share last year. For the quarter ended October 31, 2004, FFO increased to $7,666,000 or $.30 per Class A Common share and $.28 per Common share compared to $7,537,000 or $.30 per Class A Common share and $.28 per Common share in last year's fourth quarter. Rental income from properties in fiscal 2004 increased 9.4% to $63.5 million from $58.0 million last year. The increase in revenues was the result of recent property acquisitions, increased leasing at the Company's core properties and higher recoveries of operating expenses. Commenting on 2004's operating results, Willing Biddle, President and COO said, "Our core properties performed well this year and given the strong fundamentals of our core markets, together with our conservative balance sheet, we are well-positioned to continue generating solid growth in 2005. Capitalizing on the strong demand for space at our properties, we continued to increase rental rates and overall property operating income in 2004." "In terms of property acquisitions, Mr. Biddle noted that, "Competition for quality grocery-anchored properties remains high; however, we continue to seek properties that we expect to enhance our operating results. We are currently in discussions with several owners to acquire property in fiscal 2005." LEASING At the end of the year, the Company's core properties were 99% leased, an increase of nearly 2% over last year. During the year, the Company completed new and renewal leases for 284,000 square feet of retail space. DIVIDEND INCREASE The Directors of the Company approved increases for the eleventh consecutive year in the dividend rates on shares of UBP's Class A Common Stock and Common Stock. The quarterly dividend rates were increased to 22(cents)for each share of Class A Common Stock and 20(cents)for each share of Common Stock. The dividends are payable January 17, 2005 to stockholders of record on January 5, 2005. ACQUISITIONS AND SALES Despite increased competition by buyers of retail properties in its target areas, the Company acquired a portfolio of four retail properties totaling 38,000 square feet of leasable space at a cost of $11 million, including the assumption of approximately $4.7 million in mortgage debt. Shortly after the close of the Company's fiscal year, the Company announced that it sold its Farmingdale, New York property for $9.75 million and will report a gain of approximately $5.7 million from the sale in the first fiscal quarter of 2005. NON-GAAP FINANCIAL MEASURE FUNDS FROM OPERATIONS ("FFO") The Company considers FFO to be an additional financial measure of operating performance of an equity REIT. The Company reports FFO in addition to net income applicable to common shareholders and net cash provided by operating activities. Although FFO is a non-GAAP financial measure, the Company believes it provides useful information to shareholders, potential investors and management because it primarily excludes the assumption that the value of real estate assets diminishes predictably over time and industry analysts have accepted it as a performance measure. FFO is helpful as it excludes various items included in net income that are not indicative of the Company's operating performance such as gains (or losses) from sales of property. The Company computes FFO in accordance with standards established by the National Association of Real Estate investment Trusts ("NAREIT"). FFO is defined by NAREIT as net income or loss, excluding gains (or losses) from debt restructuring and sales of properties plus depreciation and amortization, and after adjustments for unconsolidated joint ventures. FFO does not represent cash generated from operating activities in accordance with GAAP and is not indicative of cash available to fund cash needs. FFO should not be considered as an alternative to net income as an indicator of the Company's operating performance or as an alternative to cash flow as a measure of liquidity. Since all companies do not calculate FFO in a similar fashion, the Company's calculation of FFO presented herein may not be comparable to similarly titled measures as reported by other companies. UBP is a self-administered equity real estate investment trust providing investors with a means of participating in ownership of income-producing properties with investment liquidity. UBP owns thirty-three (33) properties containing 3.4 million square feet of space. Certain statements contained herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors. (Table Follows) URSTADT BIDDLE PROPERTIES INC. (NYSE: UBA AND UBP) FISCAL YEAR AND FOURTH QUARTER 2004 RESULTS (in thousands, except per share data)
Fiscal Year Ended Three Months Ended October 31 October 31 ---------- ---------- 2004 2003 2004 2003 ---- ---- ---- ---- Revenues Operating Leases $63,514 $58,039 $15,943 $15,669 Lease termination income 577 80 35 80 Interest and other 825 1,034 243 201 ------ ------ ------ ------ 64,916 59,153 16,221 15,950 ------ ------ ------ ------ Operating Expenses Property Expenses 18,765 17,324 4,469 4,655 Interest 8,113 8,094 2,049 2,011 Depreciation and amortization 11,094 10,231 2,886 2,751 General and administrative expenses 3,623 3,339 866 739 ------ ------ ------ ------ 41,595 38,988 10,270 10,156 ------ ------ ------ ------ Operating Income 23,321 20,165 5,951 5,794 Minority Interests (367) (365) (92) (91) ------ ------ ----- ----- Income from Continuing Operations 22,954 19,800 5,859 5,703 Income (loss) from Discontinued Operations 361 570 (22) 141 ------ ------ ------ ----- Net Income 23,315 20,370 5,837 5,844 Preferred Stock Dividends (4,749) (2,794) (1,188) (1,188) ------- ------- ------- ------ Net Income Applicable to Common and Class A Common Stockholders $18,566 $17,576 $4,649 $4,656 ======= ======= ====== ====== Diluted Earnings Per Share: Per Common Share: Income from continuing operations $ .68 $ .64 $ .17 $ .17 Discontinued operations $ .01 $ .02 $ - $ - ------ ------ ---- ----- Net Income Applicable to Common Stockholders $ .69 $ .66 $ .17 $ .17 ====== ======= ===== ===== Per Class A Common Share: Income from continuing operations $ .75 $ .71 $. 19 $ .18 Discontinued operations $ .01 $ .02 $ - $ .01 ------ ------ ----- ----- Net Income Applicable to Class A Common Stockholders $ .76 $ .73 $ .19 $ .19 ====== ====== ===== ===== Dividends Per Share: Common $ .78 $ .76 $ .195 $ .19 ===== ===== ====== ===== Class A Common $ .86 $ .84 $ .215 $ .21 ===== ===== ====== ===== Weighted Average No. of Shares Outstanding: Common and Common Equivalent 6,820 6,566 6,930 6,613 ====== ====== ====== ====== Class A Common & Class A Common Equivalent 18,836 18,720 18,864 18,758 ====== ====== ====== ======
URSTADT BIDDLE PROPERTIES INC. (NYSE: UBA AND UBP) FISCAL YEAR AND FOURTH QUARTER 2004 RESULTS (in thousands, except per share data)
Fiscal Year Ended Three Months Ended October 31 October 31 ---------- ---------- 2004 2003 2004 2003 ---- ---- ---- ---- Reconciliation of Net Income Applicable to Common and Class A Common Stockholders to Funds from Operations Net Income Applicable to Common and Class A Common Stockholders $18,566 $17,576 $4,649 $4,656 Plus: Real property depreciation 8,547 7,831 2,175 2,098 Amortization of tenant improvements and allowances 2,175 2,088 603 575 Amortization of deferred leasing costs 525 469 147 117 Minority Interest 367 365 92 91 ------- ------- ------ ------ Funds from Operations Applicable to Common and Class A Common Stockholders (Diluted) $30,180 $28,329 $7,666 $7,537 ======= ======= ====== ====== Funds from Operations (Diluted) Per Share: Common $1.09 $1.04 $.28 $.28 ===== ===== ==== ==== Class A Common $1.21 $1.15 $.30 $.30 ===== ===== ==== ====
-----END PRIVACY-ENHANCED MESSAGE-----