-----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, C99ewCrrMEj5Y/cVnuYZ3dnaEZIzAaG5DgiaMBbmxhfADO1ZjyuvkbTyUV2QBDSX rUZwfMsf5u7WHOhaJ38IzQ== 0001047469-99-013155.txt : 19990403 0001047469-99-013155.hdr.sgml : 19990403 ACCESSION NUMBER: 0001047469-99-013155 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990401 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: 99584523 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 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) : March 31, 1999 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 March 31, 1999, Calprop Corporation issued a press release announcing its results of operations for the quarter and the year ended December 31, 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 March 31, 1999 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) March 31, 1999 2 EX-99 2 EXHIBIT 99 IMMEDIATE RELEASE Wednesday, March 31, 1999 CALPROP REPORTS FOURTH QUARTER AND YEAREND RESULTS CALPROP REPORTS $5.4 MILLION IN PROFITS IN 1998 MARINA DEL REY, CA, MARCH 31, 1999 -- Calprop Corporation (OTCBB:CLPO), a California and Colorado home builder, in reporting financial results for the three and twelve month periods ended December 31, 1998, today reported that it has earned a net profit from operations for both the three and twelve month periods ended December 31, 1998. "For both the three and twelve month periods ended December 31, 1998, Calprop recognized a profit from operations. This is our third profitable quarter in succession as the Northern and Southern California markets continue to provide robust housing sales. Though we closed 50 units this quarter, our total units in backlog remain high at 123 units, $29,835,000, up 27.7% from 114 units, $23,372,000 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 $2,443,700 in benefit for income taxes," said Victor Zaccaglin, Calprop's chairman and chief executive officer. For the fourth quarter, Calprop's revenues were $10.6 million, an increase of $7.0 million or 197.8% from $5.1 million of revenues in the fourth quarter a year ago. Income from development operations was $887,351 for the fourth quarter, up $864,720 or 3821.0% compared to the $22,631 in the same quarter in the prior year. Net income for the fourth quarter of 1998 was $2,896,652 or $0.27 per share on 10,465,459 weighted average shares and common stock equivalents, compared with a net loss of ($284,991), or ($0.03) per share on 9,298,477 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 $2,443,700 in benefit for income taxes. For the year-to-date period, revenues were $33.1 million, up 44.4% from $22.9 million in 1997. Income from development operations was $2,627,524 for the twelve months ended December 31, 1998, up $2,572,822 or 4703.3% compared to $54,702 for the same period in the prior year. The company reported net income of $5,368,006, or $0.52 per share on 10,281,295 weighted average shares and common stock equivalents, for the twelve months ended December 31, 1998, compared with a net loss of ($1,620,211), or ($0.18) per share on 9,242,386 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 7.94% up from 0.24% during the same period in the prior year and the recognition of $4,773,700 in benefit for income taxes. "At year end 1998, we had a total of 196 single-family residences and 918 lots under development. This compares with 160 residences and 317 lots a year earlier. Real estate under development was $65,282,197 as of December 31, 1998, up $35,980,237 or 122.8% compared to $26,325,978 as December 31, 1997. This increase reflects the the positive impact of the purchase of six new developments in 1998 and the conversion of land held for investment, $2,975,982, to real estate under under development," Zaccaglin stated. At December 31, 1998, shareholders' equity was $8,459,521, or $0.82 per share on 10,281,295 weighted average shares and common stock equivalents compared with $2,756,610, or $0.30 per share in 1997. Cash balances of $1.5 million are comparable with last year. Trust deeds and notes payable was $58,394,793, up $38,962,155 or 200.5% compared to $19,432,638 in 1997. The Company's debt-to-equity ratio increased to 4.3 to 1, up from 2.37 to 1 in the prior year. "The Company purchased six new developments during 1998, Parc Metropolitan, a 382 unit development in Milpitas, California, comprised of three distinct products, High Ridge Court, a 170 lot development in Thornton, Colorado, Bay Hill at Saddlerock, a 94 lot development in Aurora, Colorado and Templeton Heights, a 54 lot development in Colorado Springs, Colorado. Furthermore, we have began developing a long held asset, Creekside at Mockingbird Canyon, a 31 lot development in the Riverside County area, California. Presently, all of these except Templeton Heights are under construction. Additionally, Calprop has entered into escrow to acquire three projects, two in California and the other in Colorado; South Street, a 92 unit development in San Luis Obispo, California, McGuire property, a 182 unit development in San Diego, California and Templeton Heights II, a 84 unit development in Colorado Springs, Colorado. Both of the California developments are scheduled to commence in 1999. I look to 1999 as a year to build upon the success of 1998 and continue to both increase revenues and enhance the Company's profitability, " Zaccaglin stated. Calprop builds quality homes in some of the most desirable communities in both California and Colorado. The Company's common stock is traded on the OTC Bulletin Board under the symbol CLPO. (TABLE FOLLOWS) CALPROP CORPORATION STATEMENTS OF OPERATIONS (Unaudited)
THREE MONTHS ENDED TWELVE MONTHS ENDED DECEMBER 31, DECEMBER 31, -------------------------------- ------------------------------- 1998 1997 1998 1997 -------------- -------------- -------------- -------------- Development operations: Real estate sales 10,612,910 3,563,375 33,071,722 22,908,649 Cost of real estate sales 9,725,559 3,574,413 30,444,198 22,853,947 -------------- -------------- -------------- -------------- Income (loss) from development operations 887,351 (11,038) 2,627,524 54,702 Other income 27,873 29,326 87,405 91,738 Other expenses: General and administrative expenses 467,111 418,214 1,752,909 1,444,096 Interest expense 5,768 88,997 135,081 339,766 Investment property holding costs -- -- -- 185,838 -------------- -------------- -------------- -------------- Total other expenses 472,879 507,211 1,887,990 1,969,700 Minority interests 26,195 (18,075) 232,633 (17,192) -------------- -------------- -------------- -------------- Income (loss) before benefit for income taxes 416,150 $(470,848) 594,306 $(1,806,068) Benefit for income taxes 2,443,700 185,857 4,773,700 185,857 -------------- -------------- -------------- -------------- Net income (loss) $2,859,850 $(284,991) $5,368,006 $(1,620,211) Net income (loss) allocable to common stock $2,859,850 $(284,991) $5,368,006 $(1,620,211) Diluted income (loss) per share $0.27 $(.03) $0.52 $(.18) Weighted average shares of common stock 10,465,459 9,298,477 10,281,295 9,242,386 UNITS SOLD: SINGLE-FAMILY HOMES 50 18 162 71 TOWNHOMES 0 0 0 31 - - - -- TOTAL 50 18 162 102
- MORE - CALPROP CORPORATION CONSOLIDATED BALANCE SHEETS DECEMBER 31, 1998 AND 1997 Assets
1998 1997 -------------------------------------------- REAL ESTATE UNDER DEVELOPMENT $65,282,197 $26,325,978 INVESTMENT IN LAND -- 2,975,982 -------------------------------------------- TOTAL INVESTMENT IN REAL ESTATE 65,282,197 29,301,960 -------------------------------------------- OTHER ASSETS: Cash and cash equivalents 1,590,403 1,100,028 Prepaid expenses 88,775 23,149 Deferred and other assets 4,800,000 -- Other assets 760,514 531,665 -------------------------------------------- Total other assets 7,239,692 1,654,842 -------------------------------------------- Total assets $72,521,889 $30,956,802 -------------------------------------------- -------------------------------------------- Liabilities and Stockholders' Equity 1998 1997 -------------------------------------------- TRUST DEEDS AND NOTES PAYABLE $37,524,507 $6,713,809 RELATED PARTY NOTES 20,870,286 12,718,829 -------------------------------------------- Total trust deeds and notes payable 58,394,793 19,432,638 COMMUNITY FACILITIES DISTRICT SPECIAL TAX BONDS -- 2,336,544 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 5,056,010 3,954,885 WARRANTY RESERVES 284,624 288,278 -------------------------------------------- Total liabilities 63,735,427 26,012,345 MINORITY INTEREST 326,941 2,187,847 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Common stock, no par value; 20,000,000 shares authorized; 10,284,135 and 9,304,785 shares issued and outstanding at December 31, 1998 and 1997, respectively 10,284,135 9,304,785 Additional paid-in capital 25,851,130 25,886,906 Deferred Compensation (241,130) (106,595) Stock Purchase Loans (474,134) -- -------------------------------------------- Accumulated deficit (26,960,480) (32,328,486) -------------------------------------------- Total Equity 8,459,521 2,756,610 -------------------------------------------- Total Stockholders' Equity and Liabilities $72,521,889 $30,956,802 -------------------------------------------- --------------------------------------------
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