-----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, SYUZ6yaKYnRvXUAKdt7d0XUqIyQFQBIFexdJ5JTGCznRxDwSJjIK9nQaV/n70bs5 Y72+Nq18zGUrlb9SgLIYag== 0000950137-03-004211.txt : 20030811 0000950137-03-004211.hdr.sgml : 20030811 20030811172930 ACCESSION NUMBER: 0000950137-03-004211 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030811 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030811 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GETTY REALTY CORP /MD/ CENTRAL INDEX KEY: 0001052752 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 113412575 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13777 FILM NUMBER: 03835369 BUSINESS ADDRESS: STREET 1: 125 JERICHO TURNPIKE CITY: JERICHO STATE: NY ZIP: 11753 BUSINESS PHONE: 5163382600 MAIL ADDRESS: STREET 1: 125 JERICHO TURNPIKE CITY: JERICHO STATE: NY ZIP: 11753 8-K 1 c78826e8vk.txt CURRENT REPORT UNITED STATES 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): August 11, 2003 Getty Realty Corp. ---------------------------------- (Exact name of registrant as specified in charter) Maryland 001-13777 11-3412575 -------- --------- ---------- (State of (Commission (IRS Employer Organization) File Number) Identification No.) 125 Jericho Turnpike, Suite 103 Jericho, New York 11753 - ----------------------------------------------------- -------- (Address of principal executive offices) (Zip Code) Registrant's Telephone Number, including area code: (516) 478-5400 -------------- Former name or former address, if changed since last report: Not Applicable Item 7. Financial Statements and Exhibits (c) Exhibits Exhibit Number Description - ------ ----------- 99.1 Press Release, dated August 11, 2003, issued by Getty Realty Corp. Item 12. Results of Operations and Financial Condition On August 11, 2003, Getty Realty Corp. announced its earnings for the quarter and six months ended June 30, 2003. A copy of the press release announcing these earnings is attached as Exhibit 99.1. The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing. 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. Getty Realty Corp. (Registrant) Date: August 11, 2003 By: /s/ THOMAS J. STIRNWEIS ----------------------------- Thomas J. Stirnweis Vice President, Treasurer and Chief Financial Officer INDEX TO EXHIBITS Exhibit Description Exhibit 99.1 Press Release, dated August 11, 2003, issued by Getty Realty Corp. EX-99.1 3 c78826exv99w1.txt PRESS RELEASE, DATED AUGUST 11, 2003 EXHIBIT 99.1 RELEASE: IMMEDIATE GETTY REALTY CORP. ANNOUNCES FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2003 JERICHO, NY, AUGUST 11, 2003 --- Getty Realty Corp. (NYSE-GTY) today reported the Company's financial results for the quarter and six months ended June 30, 2003. Net earnings for the quarter and six months ended June 30, 2003, were $9.4 million and $18.0 million, respectively, as compared with $9.3 million and $18.6 million for the comparable prior year periods. Net earnings for the six months ended June 30, 2003 was negatively affected by the one-time cumulative effect of an accounting change of $0.6 million recorded in the first quarter of 2003. Diluted earnings per common share for the quarter and six months ended June 30, 2003 were $.38 and $.72, respectively, as compared with $.37 and $.75 for the comparable prior year periods. Funds from operations ("FFO") for the quarter and six months ended June 30, 2003 were $10.2 million and $20.0 million, respectively, compared with $9.9 million and $19.8 million for the comparable prior year periods. FFO per diluted common share for the quarter and six months ended June 30, 2003 were $.46 and $.91, respectively, as compared with $.45 and $.91 for the comparable prior year periods. Adjusted funds from operations ("AFFO") for the quarter and six months ended June 30, 2003 were $8.8 million and $17.2 million, respectively, as compared with $8.2 million and $16.5 million for the comparable prior year periods. FFO and AFFO are generally considered to be appropriate supplemental non-GAAP measures of the performance of real estate investment trusts and are defined and reconciled to net earnings in the financial tables at the end of this release. Revenues from rental properties for the quarter and six months ended June 30, 2003 were $16.7 million and $33.3 million, respectively, as compared to $16.8 million and $33.7 million for the comparable prior year periods. Rental income received for the quarter and six months ended June 30, 2003 was $15.3 million and $30.5 million, respectively, as compared with $15.1 million and $30.3 million for the comparable prior year periods. Revenues include deferred rental revenue accrued due to recognition of rental revenue on a straight-line basis of $1.4 million and $2.8 million for the quarter and six months ended June 30, 2003, respectively, and $1.7 million and $3.4 million for the comparable prior year periods. Deferred rental revenue is included in net earnings and FFO but is excluded from AFFO. Rental property expenses for the quarter and six months ended June 30, 2003 were $2.7 million and $5.6 million, respectively, as compared to $3.1 million and $6.2 million for the comparable prior year periods. The decrease was primarily due to a reduction in rent expense as a result of the exercise of lease purchase options, including the purchase of 41 properties in May 2003. Environmental expenses, net of estimated recoveries for the quarter and six months ended June 30, 2003 were $2.2 million and $3.7 million, respectively, as compared to $1.7 million and $3.3 million for the comparable prior year periods. Environmental expenses include a net change in estimated environmental costs of $1.1 million and $2.0 million, respectively, for the quarter and six months ended June 30, 2003, and $1.4 million and $2.8 million for the comparable prior year periods. The decrease in the change in estimated environmental costs was partially offset by accretion expense of $0.2 million and $0.5 million recorded for the quarter and six months ended June 30, 2003, respectively, due to the increase in present value resulting from the passage of time of the net environmental liability recorded as of January 1, 2003. In addition, the increase in environmental expenses resulted primarily from approximately $0.6 million of higher legal fees and environmental litigation expenses recorded during the quarter ended June 30, 2003. Due to the adoption of Statement of Financial Standard No. 143 effective January 1, 2003, accrued environmental remediation costs and the related recoveries from state underground storage tank funds were adjusted to their estimated fair value resulting in a one-time cumulative effect of change in accounting charge of $0.6 million, recorded in the first quarter of 2003. Environmental liabilities and the related assets are currently measured based on their expected future cash flows which have been adjusted for inflation and discounted to present value. General and administrative expenses for the quarter and six months ended June 30, 2003 were $0.6 million and $1.9 million, respectively, as compared to $1.2 million and $2.3 million for the comparable prior year periods. The decrease in general and administrative expenses primarily resulted from a $0.5 million reduction in insurance loss reserves, recorded in the quarter ended June 30, 2003, that were established under the company's self-funded insurance program that was terminated in 1997. Getty Realty's Second Quarter Earnings Conference Call is scheduled for tomorrow, Tuesday, August 12, 2003 at 9:00 a.m. Eastern Time. To participate in the conference call, please dial 1-719-457-2600 five to ten minutes before the scheduled start time and reference pass code 139944. If you cannot participate in the live event, a replay will be available beginning immediately after the end of the call though midnight, August 15, 2003. To access the replay, please dial 1-719-457-0820 and reference passcode 139944. Getty Realty Corp. is a real estate investment trust specializing in the ownership and leasing of retail motor fuel and convenience store properties as well as petroleum distribution terminals. The Company owns and leases approximately 1,100 properties in the Eastern United States. CERTAIN STATEMENTS IN THIS NEWS RELEASE MAY CONSTITUTE "FORWARD LOOKING STATEMENTS" WITHIN THE MEANING OF PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. WHEN USED HEREIN, THE WORDS "BELIEVES", "EXPECTS", "PLANS", "PROJECTS", "ESTIMATES" AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE AND ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. -more- GETTY REALTY CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited)
- -------------------------------------------------------------------------------------------------------------------- Three months ended June 30, Six months ended June 30, - -------------------------------------------------------------------------------------------------------------------- 2003 2002 2003 2002 - -------------------------------------------------------------------------------------------------------------------- Revenues: Revenues from rental properties $ 16,672 $ 16,802 $ 33,349 $ 33,679 Other income, net 409 792 763 1,352 -------- -------- -------- -------- Total revenues 17,081 17,594 34,112 35,031 -------- -------- -------- -------- Expenses: Rental property expenses 2,672 3,061 5,584 6,166 Environmental expenses, net 2,166 1,657 3,713 3,306 General and administrative expenses 607 1,211 1,900 2,289 Depreciation expense 2,172 2,327 4,311 4,641 Interest expense 33 32 66 65 -------- -------- -------- -------- Total expenses 7,650 8,288 15,574 16,467 -------- -------- -------- -------- Net earnings before cumulative effect of 9,431 9,306 18,538 18,564 accounting change Cumulative effect of accounting change - - (550) - -------- -------- -------- -------- Net earnings 9,431 9,306 17,988 18,564 Preferred stock dividends 1,253 1,272 2,525 2,544 -------- -------- -------- -------- Net earnings applicable to common shareholders $ 8,178 $ 8,034 $ 15,463 $ 16,020 ======== ======== ======== ======== Net earnings per common share: Basic $ .38 $ .37 $ .72 $ .75 Diluted $ .38 $ .37 $ .72 $ .75 Weighted average common shares outstanding: Basic 21,498 21,434 21,470 21,429 Diluted 21,508 21,443 21,482 21,439 Dividends declared per share: Preferred $ .44375 $ .44375 $ .88750 $ .88750 Common $ .41250 $ .41250 $ .82500 $ .82500
GETTY REALTY CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands, except share data) (unaudited)
- ---------------------------------------------------------------------------------------------------------------- June 30, December 31, - ---------------------------------------------------------------------------------------------------------------- Assets: 2003 2002 - ---------------------------------------------------------------------------------------------------------------- Real Estate: Land $ 143,869 $ 135,372 Buildings and improvements 176,824 172,682 --------- --------- 320,693 308,054 Less - accumulated depreciation (97,726) (93,986) --------- --------- Real estate, net 222,967 214,068 Cash and equivalents 21,886 33,726 Deferred rent receivable 17,932 15,116 Recoveries from state underground storage tank funds, net 12,122 13,396 Mortgages and accounts receivable, net 3,870 5,193 Prepaid expenses and other assets 642 992 --------- --------- Total assets $ 279,419 $ 282,491 ========= ========= - ------------------------------------------------------------------------------------------------------------- Liabilities and Shareholders' Equity: - ------------------------------------------------------------------------------------------------------------- Mortgages payable $ 886 $ 923 Dividends payable 10,127 10,379 Accounts payable and accrued expenses 9,332 9,839 Environmental remediation costs 27,619 27,924 --------- --------- Total liabilities 47,964 49,065 --------- --------- Shareholders' equity: Preferred stock, par value $.01 per share; authorized 20,000,000 shares for issuance in series of which 3,000,000 shares are classified as Series A Participating Convertible Redeemable Preferred; issued 2,822,976 at June 30, 2003 and 2,865,768 at December 31, 2002 70,574 71,644 Common stock, par value $.01 per share; authorized 50,000,000 shares; issued 21,512,795 at June 30, 2003 and 21,442,299 at December 31, 2002 215 214 Paid-in capital 188,018 186,664 Dividends paid in excess of earnings (27,352) (25,096) --------- --------- Total shareholders' equity 231,455 233,426 --------- --------- Total liabilities and shareholders' equity $ 279,419 $ 282,491 ========= =========
GETTY REALTY CORP. AND SUBSIDIARIES RECONCILIATION OF NET EARNINGS TO FUNDS FROM OPERATIONS AND ADJUSTED FUNDS FROM OPERATIONS (in thousands, except per share amounts) (unaudited)
- ---------------------------------------------------------------------------------------------------------------------- Three months ended June 30, Six months ended June 30, - ---------------------------------------------------------------------------------------------------------------------- 2003 2002 2003 2002 - ---------------------------------------------------------------------------------------------------------------------- Net earnings $ 9,431 $ 9,306 $ 17,988 $ 18,564 Preferred stock dividends (1,253) (1,272) (2,525) (2,544) -------- -------- -------- -------- Net earnings applicable to common shareholders 8,178 8,034 15,463 16,020 Depreciation expense 2,172 2,327 4,311 4,641 Gains on sales of real estate (168) (470) (294) (816) Cumulative effect of accounting change - - 550 - -------- -------- -------- -------- Funds from operations 10,182 9,891 20,030 19,845 Straight-line rent (1,408) (1,689) (2,816) (3,378) -------- -------- -------- -------- Adjusted funds from operations $ 8,774 $ 8,202 $ 17,214 $ 16,467 ======== ======== ======== ======== Diluted funds from operations per common share (a) $ .46 $ .45 $ .91 $ .91 Diluted weighted average number of common shares outstanding: Used to calculate net earnings per share 21,508 21,443 21,482 21,439 Assumed conversion of preferred shares 3,194 3,242 3,218 3,242 -------- -------- -------- -------- Used to calculate funds from operations per share 24,702 24,685 24,700 24,681 ======== ======== ======== ========
(a) Diluted funds from operations per common share is computed by dividing funds from operations by the weighted average number of common share equivalents outstanding during the period and gives effect, for the quarters and six months ended June 30, 2003 and June 30, 2002, to the potential dilution from the assumed conversion of Series A Participating Convertible Redeemable Preferred stock into common stock utilizing the if-converted method. The if-converted method adds back the preferred stock dividends to funds from operations, which equates to $11,435 and $22,555 for the quarter and six months ended June 30, 2003, respectively, and $11,163 and $22,389 for the comparable prior year periods which sums are then divided by the diluted weighted average number of common share equivalents outstanding for the respective periods. FUNDS FROM OPERATIONS ("FFO") IS GENERALLY CONSIDERED TO BE AN APPROPRIATE SUPPLEMENTAL NON-GAAP MEASURE OF THE PERFORMANCE OF REAL ESTATE INVESTMENT TRUSTS. FFO IS DEFINED AS NET EARNINGS APPLICABLE TO COMMON SHAREHOLDERS BEFORE DEPRECIATION AND AMORTIZATION, GAINS OR LOSSES ON SALES OF REAL ESTATE, DISCONTINUED OPERATIONS, EXTRAORDINARY ITEMS AND CUMULATIVE EFFECT OF ACCOUNTING CHANGE. ADJUSTED FUNDS FROM OPERATIONS ("AFFO") IS A SUPPLEMENTAL NON-GAAP MEASURE THAT WE DEFINE AS FFO LESS STRAIGHT-LINE RENT. AFFO IS A MEANINGFUL SUPPLEMENTAL MEASURE OF PERFORMANCE DUE TO THE SIGNIFICANT IMPACT OF STRAIGHT-LINE RENT ON OUR NET EARNINGS AND FFO. NEITHER FFO NOR AFFO REPRESENTS CASH GENERATED FROM OPERATING ACTIVITIES IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND THEREFORE SHOULD NOT BE CONSIDERED AN ALTERNATIVE FOR NET INCOME OR AS A MEASURE OF LIQUIDITY. Contact: Thomas J. Stirnweis (516) 478-5403 -----END PRIVACY-ENHANCED MESSAGE-----