10-Q 1 form10q-81254_freit.htm FORM 10-Q Form 10-Q


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

 
 x
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  
 
For the Quarterly Period Ended January 31, 2007
or
 o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  
 
For the transition period from __________________ to ____________________
  
 
Commission File No. 2-27018
 
FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
(Exact name of registrant as specified in its charter)
 
New Jersey
 
22-1697095
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
 
 
 
505 Main Street, Hackensack, New Jersey
 
07601
(Address of principal executive offices)
 
(Zip Code)
 
 
201-488-6400
(Registrant's telephone number, including area code)
 
 
(Former name, former address and former fiscal year, if changed since last report)

 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
 
Large Accelerated Filer o
Accelerated Filer x
Non-Accelerated Filer o 
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ࿠ No x

As of March 12, 2007, the number of shares of beneficial interest outstanding was 6,750,652.
 



FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY
 

 

 
       
Page
         
   
         
   
3
         
   
4
         
   
5
         
   
6
         
 
8
         
 
17
         
 
17
         
 
         
 
18



Page 2


 


           
CONSOLIDATED BALANCE SHEETS
           
           
           
   
January 31,
  
October 31,
 
   
2007
  
2006
  
   
(In Thousands of Dollars)
  
ASSETS
          
Real estate, at cost, net of accumulated depreciation
  
$
205,166
  
$
204,313
  
Construction in progress
    
2,738
   
2,995
 
Cash and cash equivalents
    
8,728
   
9,616
 
Tenants' security accounts
    
2,206
   
2,161
 
Sundry receivables
    
3,498
   
3,320
 
Secured loans receivable
    
3,109
   
3,109
 
Prepaid expenses and other assets
    
3,988
   
4,201
 
Acquired over market leases and in-place lease costs
    
1,322
   
1,395
 
Deferred charges, net
    
3,276
   
3,589
 
Interest rate swap contract
    
80
   
87
 
Totals
  
$
234,111
  
$
234,786
  
               
               
LIABILITIES AND SHAREHOLDERS' EQUITY
              
Liabilities:
              
Mortgages payable
  
$
184,910
  
$
180,679
  
Accounts payable and accrued expenses
    
3,896
   
6,097
 
Dividends payable
    
2,025
   
3,375
 
Tenants' security deposits
    
2,848
   
2,823
 
Acquired below market value leases and deferred revenue
    
3,763
   
3,945
 
Total liabilities
    
197,442
   
196,919
 
               
Minority interest
    
12,883
   
12,895
 
               
Commitments and contingencies
              
               
Shareholders' equity:
              
Shares of beneficial interest without par value:
              
8,000,000 shares authorized;
              
6,750,652 shares issued
              
and outstanding
    
23,150
   
23,150
 
Undistributed earnings
    
556
   
1,735
 
Accumulated other comprehensive income
    
80
   
87
 
Total shareholders' equity
    
23,786
   
24,972
 
Totals
  
$
234,111
  
$
234,786
  
               
               
See Notes to Condensed Consolidated Financial Statements.
              

Page 3

CONSOLIDATED STATEMENTS OF INCOME, COMPREHENSIVE INCOME
AND UNDISTRIBUTED EARNINGS
THREE MONTHS ENDED JANUARY 31, 2007 AND 2006
           
           
           
   
2007
  
2006
  
   
(In Thousands of Dollars,
  
   
Except Per Share Amounts)
  
Revenue:
              
Rental income
  
$
8,824
  
$
8,134
  
Reimbursements
    
1,284
   
1,341
 
Sundry income
    
106
   
59
 
Totals
    
10,214
   
9,534
 
               
Expenses:
              
Operating expenses
    
2,938
   
2,567
 
Management fees
    
440
   
416
 
Real estate taxes
    
1,440
   
1,369
 
Depreciation
   
1,306
   
1,130
 
Totals
    
6,124
   
5,482
 
               
Operating income
    
4,090
   
4,052
 
               
Investment income
    
87
   
48
 
Interest expense including amortization
              
of deferred financing costs
    
(3,043
)
  
(2,735
)
Minority interest
    
(138
)
  
(77
)
Distribution to certain minority interests
   
(150
)
  
-
 
Net income
  
$
846
  
$
1,288
  
               
Earnings per share:
              
Basic
  
$
0.13
  
$
0.20
  
Diluted
    
0.12
   
0.19
 
               
Weighted average shares outstanding:
              
Basic
    
6,751
   
6,511
 
Diluted
    
6,919
   
6,685
 
               
COMPREHENSIVE INCOME
              
Net income
  
$
846
  
$
1,288
  
Other comprehensive income:
              
Unrealized gain on interest
              
rate swap contract
    
(7
)
  
5
 
Comprehensive income
  
$
839
  
$
1,293
  
               
UNDISTRIBUTED EARNINGS
              
Balance, beginning of period
  
$
1,735
  
$
4,890
  
Net income
    
846
   
1,288
 
Less dividends declared
    
(2,025
)
  
(1,663
)
Balance, end of period
  
$
556
  
$
4,515
  
Dividends per share
  
$
0.30
  
$
0.25
  
               
               
               
               
See Notes to Condensed Consolidated Financial Statements.
              
 
Page 4
 

 CONSOLIDATED STATEMENTS OF CASH FLOWS
 THREE MONTHS ENDED JANUARY 31, 2007 AND 2006
           
   
2007
  
2006
  
   
(In Thousands of Dollars)
  
Operating activities:
              
Net income 
  
$
846
  
$
1,288
  
Adjustments to reconcile net income to net cash provided by 
              
operating activities: 
              
 Depreciation
   
1,306
   
1,130
 
 Amortization
    
139
   
116
 
 Net amortization of acquired leases
    
(75
)
  
-
 
 Deferred revenue
    
(69
)
  
(109
)
 Minority interest
    
288
   
77
 
 Changes in operating assets and liabilities:
              
Tenants' security accounts
    
(45
)
  
(22
)
Sundry receivables, prepaid expenses and other assets
    
223
   
32
 
Accounts payable, accrued expenses and other liabilities
    
(81
)
  
(404
)
Tenants' security deposits
    
25
   
36
 
Net cash provided by operating activities
    
2,557
   
2,144
 
Investing activities:
              
Capital improvements - existing properties 
    
(934
)
  
(637
)
Construction and pre development costs 
    
(3,067
)
  
(3,789
)
               
Net cash used in investing activities
    
(4,001
)
  
(4,426
)
Financing activities:
              
Repayment of mortgages 
    
(2,100
)
  
(430
)
Proceeds from mortgages 
    
6,331
    
6,426
 
Proceeds from exercise of stock options 
    
-
   
450
 
Dividends paid 
    
(3,375
)
  
(2,944
)
Distribution to minority interest 
    
(300
)
  
-
 
Net cash provided by financing activities
    
556
   
3,502
 
Net increase (decrease) in cash and cash equivalents
    
(888
)
  
1,220
 
Cash and cash equivalents, beginning of period
    
9,616
   
5,672
 
Cash and cash equivalents, end of period
  
$
8,728
  
$
6,892
  
               
Supplemental disclosure of cash flow data:
              
Interest paid, including capitalized construction period interest 
              
of $21 in fiscal 2006. 
  
$
2,978
  
$
2,691
  
Income taxes paid 
  
$
6
  
$
3
  
Supplemental schedule of non cash financing activities:
              
Accrued capital expenditures, construction costs and pre-development costs 
  
$
325
  
$
-
  
Dividends declared but not paid 
  
$
2,025
  
$
1,635
  
               
See Notes to Condensed Consolidated Financial Statements.
              

Page 5


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


Note 1 - Basis of presentation:
 
The accompanying condensed consolidated financial statements have been prepared without audit, in accordance with accounting principles generally accepted in the United States of America for interim financial statements and pursuant to the rules of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements have been omitted. It is the opinion of management that all adjustments considered necessary for a fair presentation have been included, and that all such adjustments are of a normal recurring nature.
 
The consolidated results of operations for the three months ended January 31, 2007 are not necessarily indicative of the results to be expected for the full year. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in FREIT’s Annual Report on Form 10-K for the year ended October 31, 2006.
 
Reclassification:
Certain amounts in the 2006 financial statements have been reclassified to conform to the current presentation. 

Note 2 - Earnings per share:
 
FREIT has presented "basic" and "diluted" earnings per share in the accompanying condensed consolidated statements of income in accordance with the provisions of Statement of Financial Accounting Standards (“SFAS”) No. 128, “Earnings per Share” ("SFAS 128"). Basic earnings per share is calculated by dividing net income by the weighted average number of shares outstanding during each period. The calculation of diluted earnings per share is similar to that of basic earnings per share, except that the denominator is increased to include the number of additional shares that would have been outstanding if all potentially dilutive shares, such as those issuable upon the exercise of stock options and warrants, were issued during the period.
 
In computing diluted earnings per share for each of the three month periods ended January 31, 2007 and 2006, the assumed exercise of all of FREIT’s outstanding stock options, adjusted for application of the treasury stock method, would have increased the weighted average number of shares outstanding as shown in the table below.
 
   
Three Months Ended
  
   
January 31,
  
   
2007
  
2006
  
Basic weighted average shares outstanding
    
6,750,652
    
6,511,152
  
               
Shares arising from assumed exercise of stock options
    
168,205
    
173,556
  
Dilutive weighted average shares outstanding
    
6,918,857
    
6,684,708
  
 
Basic and diluted earnings per share, based on the weighted average number of shares outstanding during each period, are comprised of ordinary income.
 
Note 3 - Equity incentive plan:
 
On September 10, 1998, the Board of Trustees approved FREIT’s Equity Incentive Plan (the "Plan") which was ratified by FREIT's shareholders on April 7, 1999, whereby up to 920,000 of FREIT's shares of beneficial interest may be granted to key personnel in the form of stock options, restricted share awards and other share-based awards.
 
Upon ratification of the Plan on April 7,1999, FREIT issued 754,000 stock options (adjusted for stock splits) which it had previously granted to key personnel on September 10, 1998. The fair value of the options on the date of grant was $7.50 per share. At January 31, 2007, options for 242,500 shares remain outstanding and are exercisable through September 2008.

Page 6

 
Note 4 - Segment information:
 
SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information”, established standards for reporting financial information about operating segments in interim and annual financial reports and provides for a "management approach" in identifying the reportable segments.
 
FREIT has determined that it has two reportable segments: commercial properties and residential properties. These reportable segments offer different types of space, have different types of tenants, and are managed separately because each requires different operating strategies and management expertise. The commercial segment contains nine (9) separate properties and the residential segment contains ten (10) properties. The accounting policies of the segments are the same as those described in Note 1 in FREIT’s Annual Report on Form 10-K.
 
The chief operating and decision-making group of FREIT's commercial segment, residential segment and corporate/other is comprised of FREIT’s Board of Trustees.
 
FREIT assesses and measures segment operating results based on net operating income ("NOI"). NOI, a standard used by real estate professionals, is based on operating revenue and expenses directly associated with the operations of the real estate properties, but excludes deferred rents (straight lining), lease amortization, depreciation, and financing costs. NOI is not a measure of operating results or cash flows from operating activities as measured by accounting principles generally accepted in the United States of America, and is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to cash flows as a measure of liquidity.
 
Real estate rental revenue, operating expenses, NOI and recurring capital improvements for the reportable segments are summarized below and reconciled to consolidated net income for the three months ended January 31, 2007 and 2006. Asset information is not reported since FREIT does not use this measure to assess performance.

   
Three Months Ended
  
   
January 31,
  
   
2007
  
2006
  
   
(In Thousands of Dollars)
  
Real estate rental revenue:
              
Commercial
 
$
5,463
  
$
5,376
  
Residential
    
4,621
   
3,934
 
Totals
    
10,084
   
9,310
 
               
Real estate operating expenses:
              
Commercial
    
2,165
   
2,076
 
Residential
    
2,264
   
2,032
 
Totals
    
4,429
   
4,108
 
               
Net operating income:
              
Commercial
    
3,298
   
3,300
 
Residential
    
2,357
   
1,902
 
Totals
  
$
5,655
  
$
5,202
  
               
Recurring capital improvements-residential
  
$
174
  
$
339
  
               
Reconciliation to consolidated net income:
              
Segment NOI
  
$
5,655
  
$
5,202
  
Deferred rents - straight lining
    
55
   
85
 
Amortization of acquired leases
    
75
   
139
 
Net investment income
    
87
   
48
 
Minority interest in earnings of subsidiaries
    
(138
)
  
(77
)
Distribution to certain minority interests
    
(150
)
  
-
 
General and administrative expenses
    
(389
)
  
(244
)
Depreciation
    
(1,306
)
  
(1,130
)
Financing costs
    
(3,043
)
  
(2,735
)
Net income
  
$
846
  
$
1,288
  
               
 
**
Page 7
 

 
Cautionary Statement Identifying Important Factors That Could Cause FREIT’s Actual Results to Differ
From Those Projected in Forward Looking Statements.
 
Readers of this discussion are advised that the discussion should be read in conjunction with the unaudited condensed consolidated financial statements of FREIT (including related notes thereto) appearing elsewhere in this Form 10-Q, and the consolidated financial statements included in FREIT’s most recently filed Form 10-K. Certain statements in this discussion may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect FREIT’s current expectations regarding future results of operations, economic performance, financial condition and achievements of FREIT, and do not relate strictly to historical or current facts. FREIT has tried, wherever possible, to identify these forward-looking statements by using words such as “believe,” “expect,” “anticipate,” “intend, “ “plan,” “ estimate,” or words of similar meaning.
 
Although FREIT believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties, which may cause the actual results to differ materially from those projected. Such factors include, but are not limited to the following: general economic and business conditions, which will, among other things, affect demand for rental space, the availability of prospective tenants, lease rents and the availability of financing; adverse changes in FREIT’s real estate markets, including, among other things, competition with other real estate owners, risks of real estate development and acquisitions; governmental actions and initiatives; and environmental/safety requirements.

Overview

FREIT is an equity real estate investment trust ("REIT") that owns a portfolio of residential apartment and commercial properties. Our revenues consist primarily of fixed rental income from our residential and commercial properties and additional rent in the form of expense reimbursements derived from our income producing commercial properties. Our properties are primarily located in northern New Jersey and Maryland. We acquire existing properties for investment. We also acquire properties, which we feel have redevelopment potential and make changes and capital improvements to these properties. We develop and construct properties on our vacant land. Our policy is to acquire and develop real property for long-term investment.

Almost all of FREIT’s income and cash flow is derived from the net rental income (revenues after expenses) from our properties. FREIT’s business and financial results are affected by the following fundamental factors:

 
·
the national and regional economic climate;
 
·
occupancy rates at the properties;
 
·
tenant turn-over rates;
 
·
rental rates;
 
·
operating expenses;
 
·
tenant improvement and leasing costs;
 
·
cost of and availability of capital;
 
·
new acquisitions and development projects; and
 
·
governmental regulations.

A negative quality change in the above factors could potentially cause a detrimental effect in FREIT’s revenue, earnings and cash flow.

Page 8
 

SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES
 
Pursuant to the Securities and Exchange Commission ("SEC") disclosure guidance for "Critical Accounting Policies," the SEC defines Critical Accounting Policies as those that require the application of management's most difficult, subjective, or complex judgments, often because of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods.
 
Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, the preparation of which takes into account estimates based on judgments and assumptions that affect certain amounts and disclosures. Accordingly, actual results could differ from these estimates. The accounting policies and estimates used, which are outlined in Note 1 to our Consolidated Financial Statements included in our annual report on Form 10-K for the year ended October 31, 2006, have been applied consistently as at January 31, 2007 and October 31, 2006, and for the three months ended January 31, 2007 and 2006. We believe that the following accounting policies or estimates require the application of Management's most difficult, subjective, or complex judgments:
 
Revenue Recognition: Base rents, additional rents based on tenants' sales volume and reimbursement of the tenants' share of certain operating expenses are generally recognized when due from tenants. The straight-line basis is used to recognize base rents under leases if they provide for varying rents over the lease terms. Straight-line rents represent unbilled rents receivable to the extent straight-line rents exceed current rents billed in accordance with lease agreements. Before FREIT can recognize revenue, it is required to assess, among other things, its collectibility. If we incorrectly determine the collectibility of revenue, our net income and assets could be overstated.
 
Valuation of Long-Lived Assets: We periodically assess the carrying value of long-lived assets whenever we determine that events or changes in circumstances indicate that their carrying amount may not be recoverable. When FREIT determines that the carrying value of long-lived assets may be impaired, the measurement of any impairment is based on a projected discounted cash flow method determined by FREIT's management. While we believe that our discounted cash flow methods are reasonable, different assumptions regarding such cash flows may significantly affect the measurement of impairment.
 
All references to per share amounts are on a diluted basis unless otherwise indicated.

Page 9


Results of Operations:

Three Months Ended January 31, 2007 and 2006:
 
   
Three Months Ended
      
   
January 31,
  
Increase
  
   
2007
  
2006
  
(decrease)
  
   
(in thousands, except per share)
  
Commercial revenues:
                    
Same properties (1)
  
$
5,593
  
$
5,600
  
$
(7
)
New properties
    
-
   
-
   
-
 
     
5,593
   
5,600
   
(7
)
Residential revenues:
                    
Same properties (1)
    
4,124
   
3,934
   
190
 
New properties
    
497
   
-
   
497
 
     
4,621
   
3,934
   
687
 
Total Real Estate Revenues
    
10,214
   
9,534
   
680
 
                     
Operating expenses:
                    
Real estate operations
    
4,429
   
4,108
   
321
 
General and administrative
    
389
   
244
   
145
 
Depreciation
    
1,306
   
1,130
   
176
 
Total operating expenses
    
6,124
   
5,482
   
642
 
                     
Operating Income
    
4,090
   
4,052
   
38
 
                     
Investment income
   
87
   
48
   
39
 
                     
Financing costs
    
(3,043
)
  
(2,735
)
  
(308
)
Minority interest in earnings of subsidiaries
    
(138
)
  
(77
)
  
(61
)
Distribution to certain minority interests
    
(150
)
  
-
   
(150
)
Net Income
  
$
846
  
$
1,288
  
$
(442
)
                     
Earnings per share:
                    
Basic
  
$
0.13
  
$
0.20
    
($0.07
)
Diluted
  
$
0.12
  
$
0.19
    
($0.07
)
Weighted average shares outstanding:
                    
Basic
    
6,751
   
6,511
   
 
  
Diluted
    
6,919
   
6,685
   
 
  
                     
(1) Properties operated since the beginning of fiscal 2006.
                    

Revenue for the three months ended January 31, 2007 (“Current Quarter”) increased 7.5% to $10,301,000 compared to $9,582,000 for the three months ended January 31, 2006 (“Prior Year’s Quarter”). The increase in revenues was principally attributable to FREIT’s Residential operations, primarily at The Boulders , which accounted for 5.2% of the increase.
 
Net income for the Current Quarter was $846,000 ($.12 diluted) compared to $1,288,000 ($.19 diluted) for the Prior Year’s Quarter. The following table details the major charges that impacted net income during the Current Quarter (as discussed further below):
 
Distribution to certain minority interests. (1)
  
$
150,000
  
         
Auditing fees incurred in connection with our change of auditors.
    
170,000
 
         
Reduced earnings at our Damascus property as a result of the planned redevelopment.
    
90,000
 
         
Higher interest charges on our floating rate acquisition loan for The Rotunda.
    
75,000
 
           
Total Charges
  
$
485,000
  
 
(1)
 
See Note 2 in FREIT’s Annual Report on Form 10-K for the year ended October 31, 2006 for a discussion as to distributions to minority interests. 
 
The consolidated results of operations for the three months ended January 31, 2007 are not necessarily indicative of the results to be expected for the full year.

Page 10

 
SEGMENT INFORMATION
 
The following table sets forth comparative NOI data for FREIT’s real estate segments and reconciles the NOI to consolidated net income:
 
   
Commercial
  
Residential
  
Combined
  
   
Three Months Ended
          
Three Months Ended
          
Three Months Ended
  
   
January 31,
  
Increase (Decrease)
  
January 31,
  
Increase (Decrease)
  
January 31,
  
   
2007
  
2006
  
$
  
%
  
2007
  
2006
  
$
  
%
  
2007
  
2006
  
   
(in thousands)
      
(in thousands)
      
(in thousands)
 
Rental income
  
$
4,039
  
$
3,981
  
$
58
    
1.5%
 
$
4,557
  
$
3,889
  
$
668
    
17.2%
 
$
8,596
  
$
7,870
  
Percentage rent
    
98
   
39
   
59
   
151.3%
 
              
-
         
98
   
39
 
Reimbursements
    
1,284
   
1,341
   
(57
)
  
-4.3%
 
              
-
         
1,284
   
1,341
 
Other
    
42
   
15
   
27
   
180.0%
 
  
64
   
45
   
19
   
42.2%
 
  
106
   
60
 
Total Revenue
    
5,463
   
5,376
   
87
   
1.6%
 
  
4,621
   
3,934
   
687
   
17.5%
 
  
10,084
   
9,310
 
                                                               
Operating expenses
    
2,165
   
2,076
   
89
   
4.3%
 
  
2,264
   
2,032
   
232
   
11.4%
 
  
4,429
   
4,108
 
                                                               
Net operating income
  
$
3,298
  
$
3,300
  
$
(2
)
  
-0.1%
 
$
2,357
  
$
1,902
  
$
455
    
23.9%
 
  
5,655
   
5,202
 
Average
                                                              
Occupancy %
    
89.5
%
  
90.8
%
        
-1.3%
 
  
93.8
%
  
94.9
%
        
-1.1%
 
            
 
Reconciliation to consolidated net income:
              
Deferred rents - straight lining
    
55
   
85
 
Amortization of acquired leases
    
75
   
139
 
Net investment income
    
87
   
48
 
General and administrative expenses
    
(389
)
  
(244
)
Depreciation
    
(1,306
)
  
(1,130
)
Financing costs
    
(3,043
)
  
(2,735
)
Distributions to minority interest
    
(150
)
  
-
 
Minority interest
    
(138
)
  
(77
)
Net income
 
$
846
  
$
1,288
  
 
NOI is based on operating revenue and expenses directly associated with the operations of the real estate properties, but excludes deferred rents (straight lining), lease amortization, depreciation, and financing costs. FREIT assesses and measures segment operating results based on NOI. NOI is not a measure of operating results or cash flow as measured by generally accepted accounting principles, and is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to cash flows as a measure of liquidity.

COMMERCIAL SEGMENT
 
FREIT’s commercial properties consist of nine (9) properties totaling approximately 1,100,000 sq. ft. of retail space and 138,000 sq. ft. of office space. Seven are multi-tenanted retail or office centers, and one is a single tenanted store. In addition, FREIT has leased land and receives rental income from a tenant who has built and operates a bank branch on land FREIT owns in Rockaway, NJ
 
As indicated in the table above, revenue from our Commercial segment was at $5,463 for the Current Quarter, up slightly from the $5,376 reported for the Prior Year’s Quarter. NOI for the Current Quarter was at $3,298, about level with the Prior Year’s Quarter. Revenues and NOI were negatively affected by the anticipated temporary decline experienced in both revenue and NOI at our Damascus Center property of $98,000 and $90,000, respectively. Because of the planned renovation at Damascus, these temporary reductions were expected (see discussion below).
 
Development Activities:
 
The Rotunda: Acquired in July 2005, the property is on 11.5 acres of land and is currently configured into about 138,000 sq. ft. of office space and 78,000 sq. ft. of retail space on the lower level of the main building. We are planning a modernization and expansion of the retail space, as well as the development of residential apartment units as allowed by the current zoning. Final development plans, however, are subject to approval by local governmental authorities.


Page 11

 
Damascus Center, Damascus, MD: FREIT is planning a redevelopment of the Damascus Center. Building plans for Phase I are completed and have been submitted for governmental approvals. It is anticipated that Phase I construction will begin in 2007. Because of this redevelopment, current leases for certain tenants are being allowed to expire and are not being renewed. This has caused occupancy to decline, on a temporary basis, during the construction phase.

RESIDENTIAL SEGMENT
 
With the completion of the 129-unit apartment community at The Boulders, FREIT now operates ten (10) multi-family apartment communities totaling 1,115 apartment units. As indicated in the table above, revenue from our Residential segment for the Current Quarter increased 17.5% to $4,621,000 and NOI is also up 23.9% to $2,357,000. Fiscal 2007 will be the first full year of operation for The Boulders, FREIT’s 129-unit garden apartment property in Rockaway, NJ. (See discussion below.) The contribution made by The Boulders to the Current Quarter’s revenue and NOI, as compared to the Prior Year’s Quarter revenue and NOI is reflected in the following chart:
 

   
Residential Segment ($000)
  
   
2007
  
2006
  
   
Residential
     
Same
 
Same
 
   
Properties
  
Boulders
  
Properties
  
Properties
  
Revenues
  
$
4,621
  
$
497
  
$
4,124
  
$
3,934
  
                           
Expenses
  
$
2,264
    
211
   
2,053
   
2,032
 
                           
NOI
  
$
2,357
  
$
286
  
$
2,071
  
$
1,902
  
                           
 
Revenues from FREIT’s residential properties continue to increase. Average occupancy rates for the Current Quarter, exclusive of The Boulders property, which was not completed until late fiscal 2006, increased to 96.3% compared to 94.9% for the Prior Year’s Quarter. The occupancy level at The Boulders was 80% at the end of January 2007, and averaged 75% during the Current Quarter.
 
Our residential revenue is principally composed of monthly apartment rental income. Total rental income is a factor of occupancy and monthly apartment rents. Monthly average residential rents at the end of the Current Quarter and the Prior Year’s Quarter were $1,436 and $1,353, respectively. A 1% decline in annual average occupancy, or a 1% decline in average rents from current levels, results in an annual revenue decline of approximately $190,000 and $179,000, respectively.
 
Capital expenditures: Since all of our apartment communities, with the exception of The Boulders, were constructed more than 25 years ago, we tend to spend more in any given year on maintenance and capital improvements than may be spent on newer properties. A major renovation program has been started at The Pierre. We intend to modernize, where required, all apartments and modernize some of the buildings’ mechanical services. This renovation is expected to cost approximately $2 - 4 million and take, at least, several years to complete. These costs will be financed from operating cash flow and cash reserves. Through January 31, 2007, we expended $2.4 million in capital improvements at The Pierre, including approximately $600,000 during the Current Quarter.

The Boulders, Rockaway Township, NJ
Construction started on this 129-unit garden apartment community in July 2005 and was completed during August 2006. Development costs have been financed from construction financing and from funds available from our cash and cash equivalents. Certificates of Occupancy for the buildings have been received, and tenants started taking occupancy during June 2006. As of January 31, 2007 occupancy was in excess of 80%. The Boulders is expected to add to future earnings, cash flow and shareholder value.

 

Page 12
 
FINANCING COSTS
 
   
Three Months Ended
 
   
January 31,
 
   
2007
  
2006
  
   
($ in thousands)
  
1st Mortgages
             
Existing
  
$
2,545
  
$
2,501
  
New (1) - Boulders
    
92
   
-
  
Construction Loan (1) - Boulders
   
161
    
21
  
2nd Mortgages
             
Existing
    
133
   
136
  
Other
   
47
    
33
 
     
2,978
    
2,691
 
Amortization of Mortgage Costs
   
65
    
65
 
Total Financing Costs
   
3,043
    
2,756
 
Less amount capitalized
   
-
    
(21
)
Financing costs expensed
 
$
3,043
  
$
2,735
  
               
 (1) Mortgages not in place at beginning of
     
fiscal 2006.
              

Financing Costs before capitalized amounts for the Current Quarter increased $287,000 (10.4%) to $3,043,000 from $2,756,000 for the Prior Year’s Quarter.
 
Increased financing levels at the Boulders (construction and permanent loans) resulted in increased financing costs of $253,000. Our acquisition loan for The Rotunda property of $22.5 million bears a floating interest rate. Higher interest rates over the course of the last year resulted in a $75,000 increase in interest costs to $405,000 for the Current Quarter, compared to $330,000 for the Prior Year’s Quarter.

CERTAIN MINORITY DISTRIBUTIONS
 
Westwood Hills, LLC (“WH”), our 40% owned subsidiary has a capital deficit. This deficit resulted primarily from distributions to WH’s members, of proceeds from mortgage financings, which were in excess of the carrying basis of WH’s assets. The higher mortgage amounts provided by lenders reflected the increased value of WH’s property.
 
During the Current Quarter, WH made a $250,000 distribution to its members. FREIT received $100,000 and the members owing 60% (“Minority”) received $150,000. Since WH has a capital deficit and its members are under no obligation to restore their negative capital accounts, under US GAAP FREIT must charge its income statement for $150,000, the amount of the distribution received by the Minority. This charge has no economic effect or cost to FREIT.

GENERAL AND ADMINISTRATIVE EXPENSES (“G & A”)
 
During the Current Quarter, G & A increased $145,000 (59.4%) to $389,000 from $244,000 for the Prior Year’s Quarter. The increase was primarily attributable to $170,000 increase in auditing fees that were incurred as a result of changing audit firms during the later part of fiscal 2006.

LIQUIDITY AND CAPITAL RESOURCES
 
Our financial condition remains strong. Net Cash Provided By Operating Activities was $2.6 million for the Current Quarter compared to $2.1 million for the Prior Year's Quarter. We expect that cash provided by operating activities will be adequate to cover mandatory debt service payments, recurring capital improvements and dividends necessary to retain qualification as a REIT (90% of taxable income).


Page 13




Credit Line:
 
FREIT has an $18 million line of credit provided by the Provident Bank. The line of credit is for three years but can be cancelled by the bank, at its will, at each anniversary date. Draws against the credit line can be used for general corporate purposes, for property acquisitions, construction activities, and letters of credit. Draws against the credit line are secured by mortgages on FREIT’s Franklin Crossing Shopping Center, Franklin Lakes, NJ, retail space in Glen Rock, NJ, Lakewood Apartments, Lakewood, NJ, Palisades Manor Apartments, Palisades Park, NJ, and Grandview Apartments, Hasbrouck Heights, NJ. Interest rates on draws will be set at the time of each draw for 30, 60, or 90-day periods, based on our choice of the prime rate or at 175 basis points over the 30, 60, or 90-day LIBOR rates at the time of the draws.
 
In connection with its construction activities in Rockaway, NJ, FREIT had drawn down $1.5 million and further utilized the credit line for the issuance of a $2 million Letter of Credit (“LoC”). As of January 31, 2007 cash draws against the line have been repaid and there is currently no indebtedness outstanding under the credit line. The $2 million LoC will be returned and retired shortly. Currently $16 million is available under the line of credit.
 
As described in the segment analysis above, construction of The Boulders in Rockaway Township, NJ has been completed. Construction costs were funded from draws against a construction loan. Upon completion of construction, the construction loan of approximately $14 million was converted to a permanent loan with additional funding to bring the permanent loan balance up to $20.7 million. We also are planning the redevelopment of the Damascus Shopping Center, in Damascus, MD, and an expansion and redevelopment of The Rotunda in Baltimore, MD. The total capital required for these projects is estimated at $19 million, and $125 million, respectively. We expect to finance these costs, in part, from construction and mortgage financing and, in part, from funds available in our institutional money market investment. We expect these redevelopment projects to add to revenues, income, cash flow, and shareholder value.
 
At January 31, 2007 FREIT’s aggregate outstanding mortgage debt was $184.9 million and bears a weighted average interest rate of 6.1%, and an average life of approximately 6.2 years. These fixed rate mortgages are subject to amortization schedules that are longer than the term of the mortgages. As such, balloon payments (unpaid principal amounts at mortgage due date) for all mortgage debt will be required as follows:

Fiscal Year
  
$ Millions
2007
  
$
15.7
  
2008
  
$
28.4
  
2010
  
$
12.3
  
2013
  
$
8.0
  
2014
  
$
26.1
  
2016
  
$
24.7
  
2019
  
$
28.3
  
2022
  
$
14.4
  
 
The following table shows the estimated fair value and carrying value of our long-term debt at January 31, 2007 and October 31, 2006:
 
   
January 31,
  
October 31,
  
(In Millions)
  
2007
  
2006
  
Fair Value
  
$  186.8
  
$  184.4
  
Carrying Value
  
$  184.9
  
$  180.7
  

Fair values are estimated based on market interest rates at January 31, 2007 and October 31, 2006 and on discounted cash flow analysis. Changes in assumptions or estimation methods may significantly affect these fair value estimates.
 
FREIT expects to re-finance the individual mortgages with new mortgages when their terms expire. To this extent we have exposure to interest rate risk on our fixed rate debt obligations. If interest rates, at the time any individual mortgage note is due, are higher than the current fixed interest rate, higher debt service may be required, and/or re-financing proceeds may be less than the amount of mortgage debt being retired. For example, at January 31, 2007 a 1% interest rate increase would reduce the fair value of our debt by $6.3 million, and a 1% decrease would increase the fair value by $11.5 million.

Page 14
 
FREIT also has interest rate exposure on its floating rate loans. Currently, FREIT’s only floating rate loan outstanding, is its $22.5 million acquisition loan for The Rotunda. A 1% rate fluctuation would impact earnings by $225,000.
 
We believe that the values of our properties will be adequate to command re-financing proceeds equal to or higher than the mortgage debt to be re-financed. We continually review our debt levels to determine if additional debt can prudently be utilized for property acquisition additions to our real estate portfolio that will increase income and cash flow to shareholders.
 
Interest rate swap contract: To reduce interest rate volatility, FREIT uses “pay fixed, receive floating” interest rate swaps to convert floating interest rates to fixed interest rates over the terms of certain loans. We enter into these swap contracts with a counterparty that is usually a high-quality commercial bank.
 
In essence, we agree to pay our counterparty a fixed rate of interest on a dollar amount of notional principal (which corresponds to our mortgage debt) over a term equal to the term of the mortgage note. Our counterparty, in return, agrees to pay us a short-term rate of interest - generally LIBOR - on that same notional amount over the same term as our mortgage note.
 
FASB 133 requires us to mark-to-market fixed pay interest rate swaps. As the floating interest rate varies from time-to-time over the term of the contract, the value of the contract will change upward or downward. If the floating rate is higher than the fixed rate, the value of the contract goes up and there is a gain and an asset. If the floating rate is less than the fixed rate, there is a loss and a liability. These gains or losses will not affect our income statement. Changes in the fair value of these swap contracts will be reported in other comprehensive income and appear in the equity section of our balance sheet. This gain or loss represents the economic consequence of liquidating our fixed rate swap contracts and replacing them with like-duration funding at current market rates, something we would likely never do.
 
FREIT had a variable interest rate mortgage securing its Patchogue, NY property. To reduce interest rate fluctuations, FREIT entered into an interest rate swap contract. This rate swap contract effectively converted variable interest rate payments to fixed interest rate payments. The contract was initially based on a notional amount of approximately $6,769,000 ($6,086,000 at January 31, 2007). FREIT has the following derivative-related risks with its swap contract: 1) early termination risk, and 2) counterparty credit risk.

Early Termination Risk: If FREIT wants to terminate its swap contract before maturity, it has to be bought out or terminated at market value; i.e., the difference in the present value of the anticipated net cash flows from each of the swap’s parties. If current variable interest rates are below FREIT’s fixed interest rate payments, this could be costly. Conversely, if interest rates rise above FREIT’s fixed interest payments and FREIT elected early termination, FREIT would realize a gain on termination. At January 31, 2007, FREIT’s swap contract was in-the-money. If FREIT had terminated its contract at that date it would have realized a gain of about $80,000. This amount has been included as an asset in FREIT’s balance sheet as at January 31, 2007, and the change (gain or loss) between reporting periods included in comprehensive income.
 
Counterparty Credit Risk: Each party to a swap contract bears the risk that its counterparty will default on its obligation to make a periodic payment. FREIT reduces this risk by entering swap contracts only with major financial institutions that are experienced market makers in the derivatives market.


 

Page 15


 
FUNDS FROM OPERATIONS (“FFO”):

Many consider FFO as the standard measurement of a REIT’s performance. We compute FFO as follows:

Funds From Operations ("FFO")
  
Quarter Ended
  
   
January 31,
  
   
2007
  
2006
  
   
($ in thousands)
  
               
Net income
  
$
846
  
$
1,288
  
Depreciation
    
1,306
   
1,130
 
Amortization of deferred mortgage costs
    
65
   
65
 
Deferred rents (Straight lining)
    
(55
)
  
(86
)
Amortization of acquired leases
    
(75
)
  
(139
)
Capital Improvements - Apartments recurring
    
(174
)
  
(84
)
Minority interests:
              
Equity in earnings of affiliates
    
288
   
77
 
Distributions to minority interests
    
(300
)
  
-
  
FFO
  
$
1,901
  
$
2,251
  
               
Per Share - Basic
  
$
0.28
  
$
0.35
  
Per Share - Diluted
  
$
0.27
  
$
0.34
  
               
Weighted Average Shares outstanding:
              
Basic
    
6,751
   
6,511
  
Diluted
    
6,919
   
6,685
 

FFO does not represent cash generated from operating activities in accordance with accounting principles generally accepted in the United States of America, and therefore should not be considered a substitute for net income as a measure of results of operations or for cash flow from operations as a measure of liquidity. Additionally, the application and calculation of FFO by certain other REITs may vary materially from that of FREIT’s, and therefore FREIT’s FFO and the FFO of other REITs may not be directly comparable.

INFLATION
 
Inflation can impact the financial performance of FREIT in various ways. Our commercial tenant leases normally provide that the tenants bear all or a portion of most operating expenses, which can reduce the impact of inflationary increases on FREIT. Apartment leases are normally for a one-year term, which may allow us to seek increased rents as leases renew or when new tenants are obtained.
 

Page 16
 


See “Liquidity and Capital Resources” above.


At the end of the period covered by this report, we carried out an evaluation of the effectiveness of the design and operation of FREIT’s disclosure controls and procedures. This evaluation was carried out under the supervision and with participation of FREIT’s management, including FREIT’s Chairman and Chief Executive Officer and Chief Financial Officer, who concluded that FREIT’s disclosure controls and procedures are effective. There has been no change in FREIT’s internal control over financial reporting during the first quarter of fiscal 2007 that has materially affected, or is reasonably likely to materially affect, FREIT’s internal control over financial reporting.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in FREIT’s reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in FREIT’s reports filed under the Exchange Act is accumulated and communicated to management, including FREIT’s Chief Executive Officer and Chief Financial Officer as appropriate, to allow timely decisions regarding required disclosure.



 





Page 17




 

Reference is made to the Exhibit index below.


Exhibit Index




 



Page 18

 

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.


 
FIRST REAL ESTATE INVESTMENT
 
TRUST OF NEW JERSEY
  
 
(Registrant)
  
     
Date: March 12, 2007
    
 
/s/ Robert S. Hekemian
  
 
(Signature)
  
 
Robert S. Hekemian
  
 
Chairman of the Board and Chief Executive
 
Officer
  
     
     
 
/s/ Donald W. Barney
  
 
(Signature)
  
 
Donald W. Barney
  
 
President, Treasurer and Chief Financial Officer
 
(Principal Financial/Accounting Officer)
     

 
    
Page 19