-----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, FErntPIllF/wH/ZA/or4PDmz8FZk7bsvRmvmllc+txfuPUQBZyW0esYLLWB47oCa RsMpGukLQsnVHH4ppCtAPw== 0001013816-03-000154.txt : 20030724 0001013816-03-000154.hdr.sgml : 20030724 20030724120753 ACCESSION NUMBER: 0001013816-03-000154 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030724 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERTAINMENT PROPERTIES TRUST CENTRAL INDEX KEY: 0001045450 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 431790877 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13561 FILM NUMBER: 03800164 BUSINESS ADDRESS: STREET 1: 30 PERSHING RD STREET 2: STE 301 CITY: KANSAS CITY STATE: MO ZIP: 64108 BUSINESS PHONE: 8164721700 MAIL ADDRESS: STREET 1: ONE KANSAS CITY PLACE STREET 2: 1200 MAIN STREET SUITE 3250 CITY: KANSAS CITY STATE: MO ZIP: 64105 8-K 1 form8-k_72403.txt FORM 8-K 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): July 23, 2003 ENTERTAINMENT PROPERTIES TRUST (Exact Name of Registrant as Specified in its Charter) Maryland 1-13561 43-1790877 - ---------------------------- ------------------------ ---------------------- (State or other jurisdiction (Commission file number) (IRS Employer of incorporation) Identification Number) 30 West Pershing Road, Suite 201, Kansas City, Missouri 64108 (Address of Principal Executive Office) (Zip Code) (816) 472-1700 Registrant's telephone number, including area code: Not Applicable (Former name or former address if changed since last report) Item 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit No. Description of Exhibit - ------------ ---------------------- 99 Press Release dated July 23, 2003. Item 9. INFORMATION BEING PROVIDED UNDER ITEM 12. On July 23, 2003, Entertainment Properties Trust announced its results of operations and financial condition for the quarter ended June 30, 2003. The public announcement was made by means of a press release, the text of which is set forth in Exhibit 99 hereto. This information is being furnished pursuant to Item 12 of Form 8-K and is being presented under Item 9 as provided in the Commission's final rule and interim guidance regarding Form 8-K Item 11 and Item 12 filing requirements (Release No. 34-47583). SIGNATURE 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. ENTERTAINMENT PROPERTIES TRUST /s/ Fred L. Kennon ------------------------------------------- Date: July 24, 2003 By Fred L. Kennon Vice President, Treasurer and Chief Financial Officer EX-28 3 form8-k_72403exh99.txt EXHIBIT 99 Exhibit 99 Entertainment Properties Reports Record Second Quarter Results Kansas City, MO, July 23, 2003, -- Entertainment Properties Trust (NYSE:EPR), today reported financial results for the second quarter ended June 30, 2003. The Company reported record second quarter revenues, net income and funds from operations (FFO). Total revenues increased 29% to $21.9 million for the quarter as compared to $17.0 million for the same quarter in 2002. Net income available to common shareholders increased 11% to $7.5 million as compared to $6.7 million in the same quarter last year. Net income on a diluted per share basis increased 10% to $0.43 per share from $0.39 per share in the same quarter last year. FFO on a fully diluted basis increased 14% to $11.7 million from $10.3 million for the same quarter last year. On a fully diluted basis, FFO per share increased 12% to $0.64 per share from $0.57 per share for the same quarter last year. Commenting on today's news, David Brain, Chief Executive Officer said "The double-digit growth in revenues and earnings reinforces our conviction about our business plan and our positive outlook for future results". As previously announced, the Company's Board of Trustees declared a cash dividend of $0.50 per common share for the second quarter, which was paid on July 15, 2003 to common shareholders of record on June 30, 2003. The second quarter cash dividend represents an annualized dividend amount of $2.00 per common share as compared to $1.90 for the prior year. The Company also declared and paid a second quarter cash dividend of $0.59375 on the 9.5% Series A Preferred Shares. Consistent with the Securities and Exchange Commission's Regulation FD, Entertainment Properties Trust publicly comments on earnings expectations from time to time within the context of its regular earnings press releases. Management reiterates its previous expectations that FFO per fully diluted common share for the full year 2003 should range from $2.60 to $2.70, which would represent an increase of approximately 10% to 14% compared to 2002 FFO of $2.37 per common share. ENTERTAINMENT PROPERTIES TRUST Unaudited Financial Data (in thousands except per share data) Three months ended Six months ended June 30, June 30, 2003 2002 2003 2002 --------------------- -------------------- Rental revenue $21,944 $16,989 $42,402 $32,785 Other income - - 587 - --------------------- -------------------- Total Income 21,944 16,989 42,989 32,785 Property operating expense 83 75 178 146 General and administrative expense, excluding amortization of non-vested shares below 1,150 567 2,006 1,089 Interest expense 7,477 5,883 14,711 11,616 Depreciation and amortization 3,857 3,098 7,544 5,846 Amortization of non-vested shares 232 150 463 300 --------------------- -------------------- Income before minority interest and income from joint venture 9,145 7,216 18,087 13,788 Equity in income from joint venture 97 385 188 760 Minority interest (375) (375) (750) (445) --------------------- -------------------- Net income $ 8,867 $ 7,226 $17,525 $14,103 Preferred dividend requirements (1,366) (494) (2,731) (494) --------------------- -------------------- Net income available to common shareholders $ 7,501 $ 6,732 $14,794 $13,609 ===================== ==================== Basic net income per common share $0.44 $0.39 $0.86 $0.82 Diluted net income per common share $0.43 $0.39 $0.85 $0.81 ENTERTAINMENT PROPERTIES TRUST Reconciliation of Net Income Available to Common Shareholders to Funds From Operations (A) (in thousands except per share data) Three months ended Six months ended June 30, June 30, FUNDS FROM OPERATIONS: 2003 2002 2003 2002 --------------------- -------------------- Net income available to common shareholders $ 7,051 $ 6,732 $14,794 $13,609 Add: Real estate depreciation 3,813 3,056 7,454 5,787 Add: Share of joint venture depreciation 32 137 64 275 --------------------- -------------------- Basic funds from operations $11,346 $ 9,925 $22,312 $19,671 --------------------- -------------------- Add: minority interest in net income 375 375 750 445 --------------------- -------------------- Diluted funds from operations $11,721 $10,300 $23,062 $20,116 ===================== ==================== FFO per common share: Basic $0.66 $0.58 $1.30 $1.18 Diluted $0.64 $0.57 $1.26 $1.16 Shares used for computation (in thousands): Basic 17,137 17,120 17,106 16,622 Diluted 18,382 18,155 18,332 17,286 (A) Funds from operations (FFO) is a widely used measure of the operating performance of real estate companies and is provided here as a supplemental measure to Generally Accepted Accounting Principles (GAAP) net income available to common shareholders and earning per share. FFO is defined as net income (computed in accordance with GAAP), excluding gains and losses from sales of depreciable operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships, joint ventures and other affiliates. Adjustments for unconsolidated partnerships, joint ventures and other affiliates are calculated to reflect FFO on the same basis. FFO does not represent cash flows from operations as defined by GAAP and is not indicative that cash flows are adequate to fund all cash needs and is not to be considered an alternative to net income or any other GAAP measure as a measurement of the results of the Company's operations or the Company's cash flows or liquidity as defined by GAAP. ENTERTAINMENT PROPERTIES TRUST Condensed Consolidated Balance Sheets (in thousands) (unaudited) As of As of June 30, December 31, 2003 2002 ----------- ------------ Assets Rental properties, net $746,628 $679,937 Land held for development 14,751 12,985 Investments in joint venture 1,059 1,109 Cash and cash equivalents 21,982 10,091 Restricted cash 6,495 6,495 Accounts receivable from joint - 8,438 venture Other assets 16,469 11,332 ----------- ------------ Total assets $807,384 $730,387 =========== ============ Liabilities and Shareholders' Equity Common dividends payable $ 8,647 $ 8,162 Preferred dividends payable 1,366 1,366 Unearned rent 682 4,036 Other liabilities 2,081 1,653 Long term debt 426,946 346,617 ----------- ------------ Total liabilities 439,722 361,834 Minority interest 15,375 15,375 Shareholders' equity 352,287 353,178 ----------- ------------ Total liabilities and shareholders' equity $807,384 $730,387 =========== ============ About Entertainment Properties Trust Entertainment Properties Trust is the only publicly traded real estate investment trust (REIT) focused on the acquisition of high-quality real estate assets leased to leading location-based entertainment operators. Since November of 1997, EPR has acquired more than $700 million of properties. The Company's common shares of beneficial interest trade on the New York Stock Exchange under the ticker symbol EPR. Entertainment Properties Trust Company contact: Jon Weis, 30 Pershing Road, Suite 201, Kansas City, Missouri 64108; 888/EPR-REIT; fax: 816/472-5794. The Company website is at www.eprkc.com. Safe Harbor Statement: This press release includes forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, identified by such words as "will be," "intend," "continue," "believe," "may," "expect," "hope," "anticipate," or other comparable terms. The Company's actual financial condition, results of operations and funds from operations may vary materially from those contemplated by such forward-looking statements. A discussion of the factors that could cause actual results to differ materially from those forward-looking statements is contained in the Company's SEC filings, including the company's annual report on Form 10-K for the year ended December 31, 2002. -----END PRIVACY-ENHANCED MESSAGE-----