-----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, AhoOEqf4wVlnAITe6D6QUxjFDXHVJdRMHbXJJQawN95bUrndK6PlC9wAzpMspYvU fKTuSwb1JhB0ejH21PyyLA== 0001145443-04-001069.txt : 20040716 0001145443-04-001069.hdr.sgml : 20040716 20040716094238 ACCESSION NUMBER: 0001145443-04-001069 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040714 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALPROP CORP CENTRAL INDEX KEY: 0000016496 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 954044835 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06844 FILM NUMBER: 04917048 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 d14996.txt 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 14, 2004 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 July 14, 2004, Calprop Corporation issued a press release announcing its results of operations for the quarter and year ended December 31, 2003 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 July 15, 2004 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) July 14, 2004 IMMEDIATE RELEASE Wednesday, July 14, 2004 CALPROP REPORTS FOURTH QUARTER AND YEAR END RESULTS Calprop Reports $15.1 million loss in 2003 ------------------------------------------ MARINA DEL REY, CA, July 14, 2004 -- Calprop Corporation (OTC:CLPO:PK), a California and Colorado home builder, in reporting financial results for the three and twelve month periods ended December 31, 2003, today reported that it has incurred net losses from operations for both periods. "For both the three and twelve month periods ended December 31, 2003, Calprop recognized losses from operations. Calprop has one active project in the Denver Metropolitan market; Calprop currently has no active projects in the Southern California; and has closed its Northern California division. On March 31, 2 2004, the backlog was 11 units, representing $2,877,000, down 56.5% from 21 units, $6,620,000, as of March 28, 2003. The three and twelve month results were disappointing and reflect a strategy to eliminate non performing assets in markets that are suffering long term slow downs which include both the Denver Metropolitan and Silicon Valley markets, while cutting overhead and reducing the company's debt," said Victor Zaccaglin, Calprop's chairman and chief executive officer. For the fourth quarter, Calprop's revenues were $2.2 million, a decrease of $3.4 million or 61.7% from $5.6 million of revenues in the fourth quarter a year ago. Losses from development operations were ($880,590) for the fourth quarter, down $223,125 compared to losses of ($657,465) in the same quarter in the prior year. The net losses for the fourth quarter of 2003 was ($1,521,331) or ($0.15) per share on 10,238,781 weighted average shares and common stock equivalents, compared with net losses of ($1,689,108) or ($0.16) per share on 10,291,795 weighted average shares and common stock equivalents, in the same quarter a year ago. The increase in results were due primarily to the effects of an increase of $219,566 in interest and miscellaneous income, $86,869 in reduced general and administrative expenses and a decrease of $89,311 in losses from discontinue operations during the quarter. For the year-to-date period, revenues were $19.9 million, down 78.3% from $91.6 million in 2002. The losses from development operations were ($5,869,203) for the twelve months ended December 31, 2003, down $640,020 compared to losses of ($5,229,183) for the same period in the prior year. The company reported a net loss of ($15,144,157), or ($1.48) per share on 10,238,781 weighted average shares and common stock equivalents, for the twelve months ended December 31, 2003, compared with net losses of ($7,890,557), or ($0.77) per share on 10,291,795 weighted average shares and common stock equivalents, in the same period in 2002. The decrease in results were primarily driven by the increase of $6,535,343 in the deferred tax valuation allowance to fully offset the deferred tax asset and the increase of $1,711,949 in losses from discontinued operations. "At year end 2003, we had three projects under construction with a total of 39 single-family residences and 89 lots under development. Additionally, we were engaged in the development of a apartment project available for lease as well. This apartment consisted of 68 units available for lease. This compares with three projects with 64 residences and 91 lots a year earlier. Real estate under development was $13,175,441 as of December 31, 2003, down $10,991,388 or 45.5% compared to $24,166,829 as of December 31, 2002. This decrease reflects the winding down of three projects in 2003 as compared to three active projects in 2002," Zaccaglin stated. At December 31, 2003, shareholders' equity was ($8,252,933) or ($0.80) per share on 10,238,781 weighted average shares and common stock equivalents compared with $6,878,720 or $0.67 per share on 10,291,795 weighted average shares and common stock equivalents in 2002. Cash balances of $190,770 as compared with $3.41 million last year. Total trust deeds and notes payable was $20,848,334, down $12,865,486 or 38.2% compared to $33,713,820 in 2002. "Last year at this time I looked to 2003 to be a rebuilding year. We have purchased two projects that were under contract and remain under contract to acquire one other new property in the southwest Riverside County, California market. We subsequently sold two of these three projects, one in Rohnert Park in the "wine country" in Northern California and the other in the Wildomar area of Riverside County. These sales will bolster our balance sheet and stabilize the company. The remaining two projects comprise 96 lots and are a sound foundation from which to launch the 2004 prospects. Clearly, 2003 was a housekeeping year and 2004 will be a rebuilding year as well," Zaccaglin stated. 3 Calprop Corporation, a California Corporation (OTC: CLPO.PK), based in Marina Del Rey, California, builds quality homes in some of the most desirable communities in both Northern and Southern California and Colorado. For additional information, please contact Mark F. Spiro at mspiro@calprop.com or 310-306-4314, or visit www.calprop.com. This release contains forward-looking statements within the meaning of the "safe harbor" provisions of the federal securities laws; all statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, without limitations, statements regarding the Company's financial position and future operating results. Actual future operating results may differ from the results discussed or forecasted in the forward-looking statements set forth in this press release due factors and/or changes in the economic conditions of the various markets where the Company maintains projects, including, but not limited to, increases in prevailing interest rates, increases in real estate taxes, increases in the cost of materials and labor, and the availability of construction financing and home mortgage financing attractive to home purchasers, as well as other risks, uncertainties and factors detailed from time to time in the Company's SEC reports, which are available at www.sec.gov. The Company assumes no obligation to update the forward-looking statements included in this press release. Contact: Mark F. Spiro, CFO 310.306.4314 mspiro@calprop.com (Table Follows) 4 CALPROP CORPORATION ------------------- STATEMENTS OF OPERATIONS ------------------------ (Unaudited)
Three Months Ended Twelve Months Ended December 31, December 31, --------------------------------- --------------------------------- 2003 2003 2002 2002 --------------------------------- --------------------------------- Development operations: Real estate sales 2,158,013 5,612,645 19,892,939 91,641,650 Cost of real estate sales 2,678,603 6,270,110 20,715,992 92,399,110 -------------- --------------- --------------- -------------- (Loss) from development operations before (520,590) (657,465) (823,053) (757,490) recognition of impairment of real estate Recognition of impairment of real estate under development (360,000) -- (5,046,150) (4,471,693) -------------- --------------- --------------- -------------- (Loss) from development operations (880,590) (657,465) (5,869,203) (5,229,183) Income from investment in real estate venture -- -- -- 109,253 Other income Gain on sale of investment in real estate -- -- 2,000,000 -- venture Interest and miscellaneous 313,499 93,933 620,406 433,760 Management fee -- 4,844 -- 222,957 -------------- --------------- --------------- -------------- Total other income 313,499 98,777 2,620,406 656,717 Other expenses: General and administrative expenses 454,026 527,071 1,711,586 2,379,007 Interest expense 293,331 307,155 1,309,177 420,797 -------------- --------------- --------------- -------------- Total other expenses 747,357 834,226 3,020,763 2,799,804 Minority interests -- -- 235 -------------- --------------- --------------- -------------- (Loss) from continuing operations before provision (1,314,448) (1,392,914) (6,269,560) (7,263,252) for income taxes Provision for income taxes -- -- 6,535,343 -- -------------- --------------- --------------- -------------- (Loss) from continuing operations (1,314,448) (1,392,914) (12,804,903) (7,263,252) Discontinued Operations: (Loss) from discontinued operations (including impairment for $2,268,948 fro the year ended December 31, 2003) (206,883) (296,194) (2,339,254) (627,305) -------------- --------------- --------------- -------------- (Loss) from discontinued operations (206,883) (296,194) (2,339,254) (627,305) -------------- --------------- --------------- -------------- Net (Loss) ($1,521,331) ($1,689,108) ($15,144,157) ($7,890,557) (Loss) from continuing operations per common ($0.13) ($0.14) ($1.25) ($0.71) share-basic (Loss) from continuing operations per common ($0.13) ($0.14) ($1.25) ($0.71) share-diluted
5
(Loss) from discontinued operations per common ($0.02) ($0.03) ($0.23) ($0.06) share-basic (Loss) from discontinued operations per common ($0.02) ($0.03) ($0.23) ($0.06) share-diluted Diluted income (loss) per share ($0.15) ($0.16) ($1.48) ($0.77) Weighted average shares of common stock 10,238,781 10,291,795 10,238,781 10,291,795 Units Sold: Single-Family Homes 9 10 38 148 Townhomes 0 4 16 100 Land 50 0 50 0 -- - -- - Total 59 14 104 248
- more - 6 CALPROP CORPORATION CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2003 AND 2002
Assets 2003 2002 -------------------------------------------- REAL ESTATE UNDER DEVELOPMENT $13,175,441 $24,166,829 Rental property, (net of accumulated depreciation of $121,875) 8,864,917 11,182,886 -------------------------------------------- Total investment in real estate 22,040,358 35,349,715 OTHER ASSETS: Cash and cash equivalents 190,770 3,444,541 Deferred and other assets -- 6,535,343 Other assets 1,292,744 745,347 -------------------------------------------- Total other assets 1,483,514 10,725,231 -------------------------------------------- Total assets $23,523,872 $46,074,946 ============================================ Liabilities and Stockholders' Equity -------------------------------------------- TRUST DEEDS AND NOTES PAYABLE $4,365,703 $19,726,186 RELATED PARTY NOTES 16,482,631 13,987,634 -------------------------------------------- Total trust deeds and notes payable 20,848,334 33,713,820 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 7,720,608 2,724,856 DEPOSIT 2,521,487 2,000,000 WARRANTY RESERVES 686,376 757,550 -------------------------------------------- Total liabilities 31,776,805 39,196,226 MINORITY INTEREST -- -- COMMITMENTS AND CONTINGENCIES -- -- STOCKHOLDERS' EQUITY: Common stock, no par value; $1 stated value, 20,000,000 shares authorized; authorized, 10,235,305 and 10,254,005 shares issued and outstanding at December 31, 2002 and 2001, respectively 10,239,105 10,235,305 Additional paid-in capital 25,850,776 25,849,446 Deferred Compensation -- (28,600) Stock Purchase Loans (549,084) (527,858) Accumulated deficit (43,793,730) (28,649,573) -------------------------------------------- Total Equity (8,252,933) 6,878,720 -------------------------------------------- Total Stockholders' Equity and Liabilities $23,523,872 $46,074,946 ============================================
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