-----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, CwSjYnjWDeOjxfHwwXqLb6qAEUh/KQpvIba8w/9yDBxJTIFK2L+mBSZdv1olonKb NO3ASiv5RpRYBVF/VGdpfQ== 0000006207-03-000007.txt : 20030711 0000006207-03-000007.hdr.sgml : 20030711 20030711154620 ACCESSION NUMBER: 0000006207-03-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030709 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030711 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMREP CORP CENTRAL INDEX KEY: 0000006207 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 590936128 STATE OF INCORPORATION: OK FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04702 FILM NUMBER: 03783829 BUSINESS ADDRESS: STREET 1: 641 LEXINGTON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127054700 MAIL ADDRESS: STREET 1: 641 LEXINGTON AVE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN REALTY & PETROLEUM CORP DATE OF NAME CHANGE: 19671019 8-K 1 axr8k0703.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 9, 2003 ------------ AMREP CORPORATION ----------------- (Exact name of registrant as specified in its Charter) Oklahoma 1-4702 59-0936128 -------- ------ ---------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 641 Lexington Avenue, New York, New York 10022 ---------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 705-4700 -------------- Not Applicable -------------- (Former Name or Former Address, if Changed Since Last Report) Item 7. Financial Statements and Exhibits. (c) Exhibits: 99.1 Press Release dated July 9, 2003 issued by AMREP Corporation. Item 9. Regulation FD Disclosure. In accordance with Securities and Exchange Commission Release No. 34-47583, the following information, which is intended to be furnished under Item 12, "Results of Operations and Financial Condition," is instead being furnished under Item 9, "Regulation FD Disclosure." On July 9, 2003 AMREP Corporation issued a press release that reported its results of operations for the three months and twelve months ending April 30, 2003 and its financial condition at that date. The text of that release is attached as Exhibit 99.1 to this Report. This Report and its Exhibit are furnished to, and not filed with, the Commission. The information in the first four paragraphs of Exhibit 99.1 contains information required to be furnished under this Item 12. Signature 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 hereunto duly authorized. AMREP Corporation Date: July 11, 2003 By: /s/ Peter M. Pizza ---------------------- Peter M. Pizza Vice President and Chief Financial Officer 2 Exhibit Index Exhibit No. Exhibit 99.1 Text of Press Release issued July 9, 2003. EX-99 3 press430.txt FOR: AMREP Corporation 641 Lexington Avenue New York, NY 10022 CONTACT: Peter M. Pizza Vice President and Chief Financial Officer (212) 705-4700 (212) 705-4740 (fax) FOR IMMEDIATE RELEASE AMREP REPORTS FOURTH QUARTER AND YEAR 2003 RESULTS AND DECLARES SPECIAL $0.25 PER SHARE DIVIDEND New York, July 9, 2003 - AMREP Corporation (NYSE -AXR) today reported net income of $1,552,000, or $0.24 per share, for its fiscal year 2003 fourth quarter ended April 30, 2003 compared to net income of $1,666,000, or $0.25 per share, in the same period of fiscal 2002. Revenues were $20,587,000 in the fourth quarter of fiscal 2003 versus $19,240,000 in the same period of the prior year. For all of 2003, the Company reported revenues of $73,791,000 and net income of $6,273,000, or $0.95 per share, compared to revenues of $83,405,000 and net income of $3,698,000, or $0.56 per share, in 2002. Revenues from the Company's Kable News Company subsidiary were $15,401,000 in the fourth quarter and $54,058,000 for the full year of fiscal 2003 compared to $12,360,000 and $49,248,000 in the comparable periods of fiscal 2002. The revenue increase was due primarily to (i) an increase in revenues from Kable's fulfillment services business, resulting in part from the previously announced April 15, 2003 acquisition of the subscription fulfillment business of Electronic Data Systems Corporation, and (ii) an expansion of the product fulfillment operations of the business. Revenues from the newsstand distribution business decreased slightly in both the fourth quarter and full year 2003 as a result of a small decline in retail sales. The profit contribution from Kable in the fourth quarter of 2003 was generally comparable to the same period in 2002, but increased for the full year due primarily to decreased expenses, principally interest, and the reduction of costs associated with the closing of ancillary operations. Revenues from real estate operations were $5,189,000 and $19,340,000 in the fourth quarter and full fiscal year 2003, respectively, compared to $6,874,000 and $34,150,000 in the corresponding periods of the prior year. The revenue decrease in the fourth quarter of the current year was the result of a higher mix of lower priced residential lot sales to builders in New Mexico, while the decrease for the full year was primarily attributable to two large land sales which occurred in the prior year which were made as part of the Company's restructuring of its real estate operations, including a program to dispose of all remaining real estate assets in markets outside of New Mexico. The profit contribution from real estate operations decreased in the fourth quarter commensurate with the revenue decrease, but increased for the full year despite the decline in revenue because the two large land sales previously mentioned contributed very little profit. In general, land sale revenues and related gross profits from land sales can vary from period to period as a result of many factors, including the nature and timing of specific transactions, and thus prior results are not necessarily an indication of amounts that may be expected to occur in future periods. The Company's effective income tax rate decreased from 40% in fiscal 2002 to 36% in fiscal 2003 (and 22% for the fourth quarter) due in part to the effect of a tax benefit associated with a qualified charitable contribution of certain land made by the real estate business. On a separate matter, AMREP also announced that its Board of Directors today declared a special dividend of $0.25 per share payable on August 13, 2003 to shareholders of record on July 24, 2003. While this dividend is a one-time event, the Board indicated that it may consider special dividends from time-to-time in the future in light of conditions then existing, including earnings, financial condition, cash position, and `capital requirements and other needs. AMREP Corporation's subsidiary, AMREP Southwest Inc., is a major landholder and leading developer of real estate in New Mexico, and its Kable News Company, Inc. subsidiary distributes magazines to wholesalers and provides subscription fulfillment and related services to publishers and others. ----------------------- AMREP CORPORATION AND SUBSIDIARIES FINANCIAL HIGHLIGHTS (UNAUDITED) Three Months Ended April 30, 2003 2002 Revenue $ 20,587,000 $ 19,240,000 Net income $ 1,552,000 $ 1,666,000 Earnings per share - Basic and Diluted $ 0.24 $ 0.25 Weighted average number of common shares outstanding 6,584,000 6,574,000 Twelve Months Ended April 30, 2003 2002 Revenue $ 73,791,000 $ 83,405,000 Net income $ 6,273,000 $ 3,698,000 Earnings per share - Basic and Diluted $ 0.95 $ 0.56 Weighted average number of common shares outstanding 6,580,000 6,574,000 #### -----END PRIVACY-ENHANCED MESSAGE-----