-----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, Rs47FMp4RSk5g3CgLCkgIfhXNQEULuOOSc9T+xDqs8DOcCIqS+WtMuI1y7OouM1l SKi7SZYSqBKJe2FMRCX3AA== 0000950137-04-006085.txt : 20040802 0000950137-04-006085.hdr.sgml : 20040802 20040802172424 ACCESSION NUMBER: 0000950137-04-006085 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040802 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040802 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: 04945871 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 c87132e8vk.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 2, 2004 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 2, 2004, issued by Getty Realty Corp.
Item 12. Results of Operations and Financial Condition On August 2, 2004, Getty Realty Corp. announced its earnings for the quarter and six months ended June 30, 2004. 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 2, 2004 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 2, 2004, issued by Getty Realty Corp.
EX-99.1 2 c87132exv99w1.txt PRESS RELEASE EXHIBIT 99.1 RELEASE: IMMEDIATE GETTY REALTY CORP. ANNOUNCES FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2004 JERICHO, NY, AUGUST 2, 2004 --- Getty Realty Corp. (NYSE-GTY) today reported its financial results for the quarter and six months ended June 30, 2004. Net earnings were $9.4 million and $18.5 million for the quarter and six months ended June 30, 2004, respectively, as compared with $9.4 million and $18.0 million for the comparable prior year periods. Net earnings for the quarter ended June 30, 2004 were comparable to the prior year period. Net earnings for the six months ended June 30, 2004 increased by $0.5 million, or 3.0%, over the comparable period in 2003 due to, among other items, the impact of a $0.6 million one-time accounting charge recorded in the first quarter of last year. FFO increased $0.9 million and $2.0 million to $11.0 million and $22.0 million, respectively, for the quarter and six months ended June 30, 2004, principally due to the elimination of $1.3 million and $2.5 million, respectively, of preferred stock dividends recorded in the quarter and six months ended June 30, 2003, as a result of the conversion of 98% of our convertible preferred stock into common stock and the redemption of the remaining 2% outstanding in September 2003. AFFO increased $1.2 million and $2.6 million to $9.9 million and $19.8 million, respectively, for the quarter and six months ended June 30, 2004. AFFO increased more than FFO on both a dollar and percentage basis due to lower deferred rental revenues (which are included in FFO, but excluded from AFFO) of $0.3 million and $0.6 million, respectively, recorded for the quarter and six months ended June 30, 2004 as compared to the prior year periods. Diluted earnings per common share of $0.38 for the quarter ended June 30, 2004 were comparable to the prior year period. Diluted earnings per common share for the six months ended June 30, 2004 increased to $0.75 per share as compared to $0.72 per share for the six months ended June 30, 2003. Diluted FFO per common share for the quarter and six months ended June 30, 2004 decreased to $0.45 per share and $0.89 per share, respectively, as compared to $0.46 per share and $0.91 per share for the respective prior year periods. Diluted AFFO per common share for the quarter ended June 30, 2004 decreased to $0.40 per share as compared to $0.41 per share for the quarter ended June 30, 2003, while diluted AFFO of $0.80 per common share for the six months ended June 30, 2004 was comparable to the prior year period. All diluted per common share amounts for the quarter and six months ended 2003 reflect the impact of the assumed conversion of our outstanding convertible preferred stock, except for diluted earnings per common share for the quarter and six months ended June 30, 2003, where the impact of the assumed conversion would have been anti-dilutive. FFO and AFFO are 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, 2004 were $16.4 million and $33.0 million, respectively, as compared to $16.7 million and $33.3 million for the respective prior year periods. Rent received for the quarter and six months ended June 30, 2004 was $15.3 million and $30.8 million, respectively, as compared with $15.3 million and $30.5 million for the respective prior year periods. In addition to rent received, revenues from rental properties include deferred rental revenue accrued due to recognition of rental income on a straight-line basis of $1.1 million and $2.2 million for the quarter and six months ended June 30, 2004, respectively, and $1.4 million and $2.8 million for the respective prior year periods. Deferred rental revenue is included in net earnings and FFO but is excluded from AFFO. Rental property expenses, which include rent expense, were $2.5 million and $5.0 million for the quarter and six months ended June 30, 2004, respectively, a decrease of $0.2 million and $0.6 million from the respective prior year periods. The decrease for both periods was primarily due to a reduction in rent expense as a result of the exercise of lease purchase options, including the purchase of 41 leased properties in May 2003. Environmental expenses, net of estimated recoveries, for the quarter and six months ended June 30, 2004 were $1.8 million and $3.5 million, respectively, as compared to $2.2 million and $3.7 million for the respective prior year periods. Decreases in the net change in estimated environmental costs of $0.4 million and $0.6 million for the quarter and six months end June 30, 2004 compared to the respective prior year periods were partially offset by $0.1 million and $0.4 million, respectively, of increased litigation expenses incurred in the current year periods. We adopted Statement of Financial Standard No. 143 and changed our method used to account for estimated environmental costs effective January 1, 2003, which resulted in a one-time charge of $0.6 million that was recorded during the first quarter of 2003, and is included in cumulative effect of accounting change in the consolidated statements of operations for the six months ended June 30, 2003. General and administrative expenses for the quarter and six months ended June 30, 2004 were $1.3 million and $2.6 million, respectively, as compared to $0.6 million and $1.9 million for the comparable prior year periods. The increase in general and administrative expenses was primarily due to a $0.5 million credit recorded in the quarter ended June 30, 2003 to reduce insurance loss reserves that were established under the Company's self-funded insurance program that was terminated in 1997. Depreciation and amortization for the quarter and six months ended June 30, 2004 was $1.8 million and $3.7 million, respectively, a decrease of $0.3 million and $0.6 million as compared to the respective prior periods, as a result of certain assets becoming fully depreciated and dispositions of properties. Getty Realty's Second Quarter Earnings Conference Call is scheduled for tomorrow, Tuesday, August 3, 2004 at 9:00 a.m. Eastern Time. To participate in the conference call, please dial 1-719-457-2649 five to ten minutes before the scheduled start time and reference pass code 290058. If you cannot participate in the live event, a replay will be available beginning on August 3, 2004 at noon though midnight, August 6, 2004. To access the replay, please dial 1-719-457-0820 and reference passcode 290058. Getty Realty Corp. is a real estate investment trust specializing in the ownership and leasing of retail motor fuel and convenience store properties and petroleum distribution terminals. The Company owns and leases approximately 1,000 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 BALANCE SHEETS (in thousands, except share data) (unaudited)
June 30, December 31, 2004 2003 ---- ---- Assets: Real Estate: Land $ 144,357 $ 142,724 Buildings and improvements 176,312 175,498 --------- --------- 320,669 318,222 Less - accumulated depreciation (103,200) (100,488) --------- --------- Real estate, net 217,469 217,734 Cash and equivalents 17,333 19,905 Deferred rent receivable 22,884 20,653 Recoveries from state underground storage tank funds, net 6,205 7,454 Mortgages and accounts receivable, net 4,039 5,565 Prepaid expenses and other assets 590 692 --------- --------- Total assets $ 268,520 $ 272,003 ========= ========= Liabilities and Shareholders' Equity: Environmental remediation costs $ 22,588 $ 23,551 Dividends payable 10,489 10,483 Accounts payable and accrued expenses 8,946 9,100 Mortgages payable 864 844 --------- --------- Total liabilities 42,887 43,978 --------- --------- Commitments and contingencies Shareholders' equity: Common stock, par value $.01 per share; authorized 50,000,000 shares; issued 24,679,662 at June 30, 2004 and 24,664,384 at December 31, 2003 247 247 Paid-in capital 257,268 257,206 Dividends paid in excess of earnings (31,882) (29,428) --------- --------- Total shareholders' equity 225,633 228,025 --------- --------- Total liabilities and shareholders' equity $ 268,520 $ 272,003 ========= =========
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, ------------------------------- -------------------------------- 2004 2003 2004 2003 ---- ---- ---- ---- Revenues: Revenues from rental properties $ 16,443 $ 16,672 $ 32,954 $ 33,349 Other income, net 296 409 429 763 -------- -------- -------- -------- Total revenues 16,739 17,081 33,383 34,112 -------- -------- -------- -------- Expenses: Rental property expenses 2,487 2,672 5,008 5,584 Environmental expenses, net 1,783 2,166 3,515 3,713 General and administrative expenses 1,255 607 2,632 1,900 Depreciation expense 1,828 2,172 3,664 4,311 Interest expense 19 33 40 66 -------- -------- -------- -------- Total expenses 7,372 7,650 14,859 15,574 -------- -------- -------- -------- Net earnings before cumulative effect of accounting change 9,367 9,431 18,524 18,538 Cumulative effect of accounting change - - - (550) -------- -------- -------- -------- Net earnings 9,367 9,431 18,524 17,988 Less preferred stock dividends - 1,253 - 2,525 -------- -------- -------- -------- Net earnings applicable to common shareholders $ 9,367 $ 8,178 $ 18,524 $ 15,463 ======== ======== ======== ======== Net earnings per common share: Basic $ .38 $ .38 $ .75 $ .72 Diluted $ .38 $ .38 $ .75 $ .72 Weighted average common shares outstanding: Basic 24,680 21,498 24,675 21,470 Diluted 24,692 21,508 24,690 21,482 Dividends declared per share: Common $ .42500 $ .41250 $ .85000 $ .82500 Preferred - $ .44375 - $ .88750
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, --------------------------- ------------------------- 2004 2003 2004 2003 ---- ---- ---- ---- Net earnings $ 9,367 $ 9,431 $ 18,524 $ 17,988 Preferred stock dividends - (1,253) - (2,525) -------- -------- -------- -------- Net earnings applicable to common shareholders 9,367 8,178 18,524 15,463 Depreciation expense 1,828 2,172 3,664 4,311 Gains on sales of real estate (146) (168) (146) (294) Cumulative effect of accounting change - - - 550 -------- -------- -------- -------- Funds from operations 11,049 10,182 22,042 20,030 Straight-line rent (1,115) (1,408) (2,231) (2,816) -------- -------- -------- -------- Adjusted funds from operations $ 9,934 $ 8,774 $ 19,811 $ 17,214 ======== ======== ======== ======== Diluted per common share amounts (a): Earnings per share $ .38 $ .38 $ .75 $ .72 FFO per share $ .45 $ .46 $ .89 $ .91 AFFO per share $ .40 $ .41 $ .80 $ .80 Diluted weighted average number of common share equivalents outstanding: Used to calculate net earnings per share 24,692 21,508 24,690 21,482 Assumed conversion of preferred shares - 3,194 - 3,218 -------- -------- -------- -------- Used to calculate FFO and AFFO per share 24,692 24,702 24,690 24,700 ======== ======== ======== ========
(a) Diluted earnings, funds from operations ("FFO") and adjusted funds from operations ("AFFO") per common share are computed by dividing net earnings applicable to common shareholders, FFO and AFFO, respectively, by the diluted weighted average number of common share equivalents outstanding during the period. Diluted FFO and AFFO per share give effect, for the quarter and six months ended June 30, 2003, to the dilution from the assumed conversion of the outstanding Series A Participating Convertible Redeemable Preferred Stock into common stock utilizing the two class method. Accordingly, for the quarter and six months ended June 30, 2003, preferred stock dividends are added back to FFO and AFFO, which sums are then divided by the diluted weighted average number of common share equivalents outstanding for the period. There were no preferred shares outstanding during the quarter and six months ended June 30, 2004. FUNDS FROM OPERATIONS ("FFO") IS GENERALLY CONSIDERED TO BE AN APPROPRIATE SUPPLEMENTAL NON-GAAP MEASURE OF THE PERFORMANCE OF REAL ESTATE INVESTMENT TRUSTS. IN ACCORDANCE WITH THE NATIONAL ASSOCIATION OF REAL ESTATE INVESTMENT TRUSTS' DEFINITION, 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. WE BELIEVE THAT 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-----