-----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, G7aCyc847wAB85Pr23ALE7jzx9YQnleLZYHkRzqD4ny66qzNcmmdzRoIBnmVWHq/ 9J2uqQdKuuaUXOFEACUeGg== 0001047469-98-039996.txt : 19981113 0001047469-98-039996.hdr.sgml : 19981113 ACCESSION NUMBER: 0001047469-98-039996 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981110 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALPROP CORP CENTRAL INDEX KEY: 0000016496 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 954044835 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-06844 FILM NUMBER: 98743792 BUSINESS ADDRESS: STREET 1: 13160 MINDANAO WAY STREET 2: STE 180 CITY: MARINA DEL REY STATE: CA ZIP: 90292 BUSINESS PHONE: 3103064314 MAIL ADDRESS: STREET 1: 13160 MINDANAO WAY STREET 2: STE 180 CITY: MARINA DEL REY STATE: CA ZIP: 90292 8-K 1 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) : November 10, 1998 CALPROP CORPORATION (Exact name of registrant as specified in its charter) California 1-6844 95-4044835 - ------------------------------- ------------------------ ---------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 13160 Mindanao Way, Suite 180, Marina Del Rey, California 90292 - ------------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (310) 306-4314 -------------- Not Applicable (Former name, former address and former fiscal year, if changed since last report.) ITEM 5. OTHER EVENTS. On November 10, 1998, Calprop Corporation issued a press release announcing its results of operations for the quarter and the nine months ended September 30, 1998 and discussing certain other matters. The press release is filed as an exhibit hereto. ITEM 7. EXHIBITS. The following exhibits are filed with this current report on Form 8 - K: Exhibit No. Description ----------- ----------- 99 Press Release dated November 10, 1998 issued by Calprop Corporation 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. CALPROP CORPORATION By: /s/ MARK F. SPIRO --------------------------------------- Mark F. Spiro Vice President/Secretary/Treasurer (Chief Financial and Accounting Officer) November 10, 1998 2 RELEASE UPON VERBAL APPROVAL Tuesday, November 10, 1998 CALPROP REPORTS THIRD QUARTER RESULTS Company Reports $2.9 million in Profits in the Third Quarter MARINA DEL REY, CA, NOVEMBER 10, 1998 -- Calprop Corporation (OTCBB:CLPO), a California and Colorado home builder, in reporting financial results for the three and nine month periods ended September 30, 1998, today reported that it has earned a net profit from operations for both the three and nine month periods ended September 30, 1998. "For both the three and nine month periods ended September 30, 1998, Calprop recognized a profit from operations. This is our second profitable quarter in succession as the Northern and Southern California markets continue to provide robust housing sales. Though we closed 60 units this quarter, our total units in backlog remain high at 138 units, $29,835,000, up 343.0% from 36 units, $6,735,000 a year ago. This backlog and the commencement of the development of two projects in the last ninety days is the impetus for recognizing the $2,330,000 in benefit for income taxes," said Victor Zaccaglin, Calprop s chairman and chief executive officer. "In a return to our apartment development roots, we have entered into escrow to acquire three properties which we plan on developing apartment housing. These properties are located in San Luis Obispo, Milpitas and San Diego, California. Calprop plans on starting construction on these projects in mid-to-late 1999. We look forward to having an income stream generated from apartment holdings," Zaccaglin said. For the third quarter, Calprop's revenues were $12.0 million, an increase of $6.9 million or 135.0% from $5.1 million of revenues in the third quarter a year ago. Income from development operations was $1,122,684 for the third quarter, up $1,090,613 or 3400.6% compared to the $32,071 in the same quarter in the prior year. Net income for the third quarter of 1998 was $2,896,652 or $0.27 per share on 10,607,036 weighted average shares and common stock equivalents, compared with a net loss of ($325,344), or ($0.04) per share on 9,222,785 weighted average shares and common stock equivalents, in the same quarter a year ago. The improved results were primarily driven by an increase in construction gross margin and the recognition of $2,330,000 in benefit for income taxes. For the year-to-date period, revenues were $22.5 million, up 16.1% from $19.3 million in 1997. Income from development operations was $1,740,173 for the nine months ended September 30, 1998, up $1,674,433 or 2547.1% compared to $65,740 the same period in the prior year. The company reported net income of $2,508,156, or $0.24 per share on 10,310,044 weighted average shares and common stock equivalents, for the nine months ended September 30, 1998, compared with a net loss of $1,335,220, or ($0.11) per share on 9,223,671 weighted average shares and common stock equivalents, in the same period in 1997. The improved results were primarily driven by an increase in contribution margin to 7.75% up from 0.34% during the same period in the prior year and the recognition of $2,330,000 in benefit for income taxes. 3 Calprop Corporation, based in Marina Del Rey, California, builds quality homes in some of the most desirable communities in both Northern and Southern California as well as in the Denver corridor in Colorado. The company's common stock is traded on the OTCBB under the symbol CLPO. - tables follow - 4 CALPROP CORPORATION BALANCE SHEETS (Unaudited)
September 30, December 31, 1998 1997 ------------- ------------ ASSETS: Real estate development 37,193,479 26,325,978 Investment in land 2,975,982 2,975,982 ------------- ------------ Total investment in real estate 40,169,461 29,301,960 Other assets: Cash and cash equivalents 4,355,342 1,100,028 Prepaid expenses 34,723 23,149 Deferred and other assets 2,969,387 531,665 ------------- ------------ Total other assets 7,359,452 1,654,842 ------------- ------------ Total assets 47,528,913 30,956,802 ------------- ------------ ------------- ------------ ------------- ------------ LIABILITIES AND STOCKHOLDERS EQUITY: Trust deeds and notes payable 18,176,894 6,713,809 Related party notes 15,125,955 12,718,829 ------------- ------------ Total trust deeds and notes payable 33,302,849 19,432,638 Community facilities district special tax bonds 2,336,544 2,336,544 Accounts payable and accrued liabilities 5,843,354 3,954,885 Warranty reserves 274,015 288,278 ------------- ------------ Total liabilities 41,756,762 26,012,345 Minority interest 200,746 2,187,847 Stockholders' equity: Common stock, no par value Authorized -- 20,000,000 shares Issued and outstanding -- 10,154,785 and 9,304,785 shares at September 30, 1998 and December 31, 1997, respectively 10,154,785 9,304,785 Additional paid-in capital 25,791,358 25,886,906 Deferred compensation (106,595) (106,595) Notes receivable from common stock sale (447,813) -- Accumulated deficit (29,820,330) (32,328,486) ------------- ------------ Total stockholders' equity 5,571,405 2,756,610 ------------- Total liabilities and stockholders' equity 47,528,913 30,956,802 ------------- ------------ ------------- ------------
5 CALPROP CORPORATION STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, ------------------------- ------------------------- 1998 1997 1998 1997 ---------- ---------- ---------- ---------- Development operations: Real estate sales 12,020,548 5,114,792 22,458,812 19,345,274 Cost of real estate sales 10,897,864 5,082,721 20,718,639 19,279,534 ---------- ---------- ---------- ---------- Income from development operations 1,122,684 32,071 1,740,173 65,740 Other income 12,181 27,080 59,532 62,412 Other expenses: General and administrative expenses 453,301 222,040 1,285,798 1,025,882 Interest expense 23,260 122,677 129,313 250,769 Investment property holding costs -- 34,638 -- 185,838 ---------- ---------- ---------- ---------- Total other expenses 476,561 379,355 1,415,111 1,462,489 Minority interests 91,652 5,140 206,438 883 Income (loss) before benefit for income taxes 566,652 (325,344) 178,156 (1,335,220) Benefit for income taxes (2,330,000) -- (2,330,000) -- ---------- ---------- ---------- ---------- Net income (loss) 2,896,652 (325,344) 2,508,156 (1,335,220) ---------- ---------- ---------- ---------- Basic and diluted net income (loss) per share $0.27 ($0.04) $0.24 ($0.14) ---------- ---------- ---------- ---------- ---------- ---------- ---------- ---------- Weighted average number of common shares and common stock equivalents adjusted for stock dividends 10,607,036 9,222,785 10,310,044 9,223,671 UNITS single family 60 20 112 53 townhomes 0 4 0 31 ---------- ---------- ---------- ---------- Total 60 24 112 84
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