-----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, Q8t+A5BSuqiu6admQqCIOvwhEN4WBcp2N+xX1vkX1TSRhbDkVCqoBpByi7p6XlE2 PAwDdCngRv/RuYh2IOtMCQ== 0000892626-00-000189.txt : 20000512 0000892626-00-000189.hdr.sgml : 20000512 ACCESSION NUMBER: 0000892626-00-000189 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANYAN STRATEGIC REALTY TRUST CENTRAL INDEX KEY: 0000790817 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 363375345 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-15465 FILM NUMBER: 625857 BUSINESS ADDRESS: STREET 1: 150 S WACKER DR STE 2900 STREET 2: SUITE 2900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3125539800 FORMER COMPANY: FORMER CONFORMED NAME: BANYAN STRATEGIC LAND TRUST DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: VMS STRATEGIC LAND TRUST DATE OF NAME CHANGE: 19910325 10-Q 1 UNITED STATES 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 March 31, 2000. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 0-15465 BANYAN STRATEGIC REALTY TRUST ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Massachusetts 36-3375345 - ----------------------------- ------------------- (State or other jurisdiction (I.R.S. Employer incorporation or organization) Identification No.) 150 South Wacker Drive, Chicago, IL 60606 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code (312) 553-9800 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 [ ]. Shares of beneficial interest outstanding as of May 10, 2000: 14,166,333 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS BANYAN STRATEGIC REALTY TRUST Consolidated Balance Sheets (Unaudited) (Dollars in thousands) MARCH 31, DECEMBER 31, 2000 1999 ---------- ----------- ASSETS - ------ Investment in Real Estate, at cost: Land . . . . . . . . . . . . . . . $ 36,445 $ 36,445 Building . . . . . . . . . . . . . 148,608 148,608 Building Improvements. . . . . . . 15,312 14,211 ---------- ---------- 200,365 199,264 Less: Accumulated Depreciation . . (16,853) (15,420) ---------- ---------- 183,512 183,844 ---------- ---------- Cash and Cash Equivalents. . . . . . 4,907 13,097 Restricted Cash - Capital Improvements . . . . . . . 1,344 1,497 Restricted Cash - Other. . . . . . . 1,681 1,171 Interest and Accounts Receivable . . 1,115 1,186 Deferred Financing Costs (Net of Accumulated Amortization of $1,392 and $1,512, respectively). . . . . . . . . . . 1,288 1,568 Other Assets . . . . . . . . . . . . 4,348 4,284 ---------- ---------- Total Assets . . . . . . . . . . . . $ 198,195 $ 206,647 ========== ========== BANYAN STRATEGIC REALTY TRUST Consolidated Balance Sheets - CONTINUED MARCH 31, DECEMBER 31, 2000 1999 ---------- ----------- LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ Liabilities Mortgage Loans Payable . . . . . . . $ 114,398 $ 120,781 Bonds Payable. . . . . . . . . . . . 4,500 4,500 Unsecured Loan Payable . . . . . . . -- 7,400 Accounts Payable and Accrued Expenses . . . . . . . . . 1,987 2,767 Accrued Real Estate Taxes Payable. . 1,487 908 Accrued Interest Payable . . . . . . 547 615 Unearned Revenue . . . . . . . . . . 842 922 Security Deposits. . . . . . . . . . 1,301 1,203 ---------- ---------- Total Liabilities. . . . . . . . . . 125,062 139,096 ---------- ---------- Minority Interest in Consolidated Partnerships. . . . . 2,316 2,256 Shareholders' Equity Series A Convertible Preferred Shares, No Par Value, 200,000 Shares Authorized, 61,572 Shares Issued and Outstanding. . . . . . . . . . . . 6,157 -- Shares of Beneficial Interest, No Par Value, Unlimited Authorization; 15,688,284 and 15,073,917 Shares Issued, respectively . . . . . . . . . . . 123,941 120,707 Accumulated Deficit. . . . . . . . . (48,722) (48,046) Employees' Notes . . . . . . . . . . (3,193) -- Treasury Shares at Cost, 1,522,649 Shares . . . . . . . . . (7,366) (7,366) ---------- ---------- Total Shareholders' Equity . . . . . 70,817 65,295 ---------- ---------- Total Liabilities and Shareholders' Equity . . . . . . . $ 198,195 $ 206,647 ========== ========== The accompanying notes are an integral part of the consolidated financial statements. BANYAN STRATEGIC REALTY TRUST Consolidated Statements of Operations For the Three Months Ended March 31, 2000 and 1999 (Unaudited) (Dollars in thousands, except per share data) 2000 1999 -------- -------- REVENUE Rental Income. . . . . . . . . . . . . . . . . . $ 8,135 $ 9,196 Operating Cost Reimbursement . . . . . . . . . . 869 998 Miscellaneous Tenant Income. . . . . . . . . . . 71 188 Income on Investments and Other Income . . . . . 275 46 -------- -------- Total Revenue. . . . . . . . . . . . . . . . . . . 9,350 10,428 -------- -------- EXPENSES Property Operating . . . . . . . . . . . . . . . 1,110 1,326 Repairs and Maintenance. . . . . . . . . . . . . 894 1,146 Real Estate Taxes. . . . . . . . . . . . . . . . 734 775 Interest . . . . . . . . . . . . . . . . . . . . 2,367 2,890 Ground Lease . . . . . . . . . . . . . . . . . . 229 235 Depreciation and Amortization. . . . . . . . . . 1,630 1,584 General and Administrative . . . . . . . . . . . 1,012 1,055 Amortization of Deferred Financing Costs . . . . 64 65 -------- -------- Total Expenses . . . . . . . . . . . . . . . . . . 8,040 9,076 Income Before Minority Interest and Extraordinary Item . . . . . . . . . . . . . . . 1,310 1,352 Minority Interest in Consolidated Partnerships . . . . . . . . . . . . . . . . . . (126) (114) -------- -------- Income Before Extraordinary Item . . . . . . . . . 1,184 1,238 Extraordinary Item . . . . . . . . . . . . . . . . (42) -- -------- ------- Net Income . . . . . . . . . . . . . . . . . . . . 1,142 1,238 Less Income Attributable to Preferred Shares . . . (123) -- -------- -------- Net Income Available to Common Shares. . . . . . . $ 1,019 $ 1,238 ======== ======== Basic and Diluted Earnings Available to Common Shares per weighted-average Common Share: Income Before Extraordinary Item . . . . . . . . $ 0.07 $ 0.09 ======== ======== Net Income . . . . . . . . . . . . . . . . . . . $ 0.07 $ 0.09 ======== ======== The accompanying notes are an integral part of the consolidated financial statements. BANYAN STRATEGIC REALTY TRUST Consolidated Statement of Shareholders' Equity For the Three Months Ended March 31, 2000 (Unaudited) (Dollars in thousands)
Series A Convertible Shares of Preferred Shares Beneficial Interest Accumu- --------------------- --------------------- lated Employees' Treasury Shares Amount Shares Amount Deficit Notes Shares Total ---------- -------- ---------- --------- --------- ---------- -------- -------- Shareholders' Equity, January 1, 2000. . . . . . . . -- $ -- 15,073,917 $120,707 $(48,046) $ -- $ (7,366) $ 65,295 Issuance of Shares, net of issuance costs . . . . . . . 61,572 6,157 614,367 3,234 -- -- -- 9,391 Employees' Notes, net of repay- ments . . . . . . . -- -- -- -- -- (3,193) -- (3,193) Net Income . . . . . -- -- -- -- 1,142 -- -- 1,142 Common Distri- butions Paid. . . . -- -- -- -- (1,695) -- -- (1,695) Preferred Distri- bution Paid . . . . -- -- -- -- (123) -- -- (123) ------ -------- ---------- -------- -------- -------- -------- -------- Shareholders' Equity, March 31, 2000. . . . . . . . 61,572 $ 6,157 15,688,284 $123,941 $(48,722) $ (3,193) $ (7,366) $ 70,817 ====== ======== ========== ======== ======== ======== ======== ======== The accompanying notes are an integral part of the consolidated financial statements.
BANYAN STRATEGIC REALTY TRUST Consolidated Statements of Cash Flows For the Three Months Ended March 31, 2000 and 1999 (Unaudited) (Dollars in thousands) 2000 1999 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income . . . . . . . . . . . . . . . . . . . . $ 1,142 $ 1,238 Adjustments to Reconcile Net Income to Net Cash Provided By Operating Activities: Extraordinary Item . . . . . . . . . . . . . . . 42 -- Depreciation and Amortization. . . . . . . . . . 1,694 1,649 Minority Interest in Consolidated Partnerships. . . . . . . . . . . . . . . . . . 126 114 Net Change In: Restricted Cash - Other. . . . . . . . . . . . (510) (557) Interest and Accounts Receivable . . . . . . . 71 -- Other Assets . . . . . . . . . . . . . . . . . (261) (311) Accounts Payable and Accrued Expenses. . . . . (780) (593) Accrued Interest Payable . . . . . . . . . . . (68) 38 Accrued Real Estate Taxes Payable. . . . . . . 579 577 Unearned Revenue . . . . . . . . . . . . . . . (80) 276 Security Deposits. . . . . . . . . . . . . . . 98 (13) -------- -------- Net Cash Provided By Operating Activities. . . . . 2,053 2,418 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Additions to Investment in Real Estate . . . . (1,101) (1,547) Earnest Money Deposits . . . . . . . . . . . . -- (25) Restricted Cash - Capital Improvements . . . . 153 (305) -------- -------- Net Cash Used In Investing Activities . . . . . . (948) (1,877) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Distributions to Minority Partners . . . . . . . (66) (71) Deferred Financing Costs . . . . . . . . . . . . -- (52) Payment of Preferred Shares Issuance Costs . . . (30) -- Repayment of Employees' Notes. . . . . . . . . . 45 -- Principal Payments on Mortgage Loans, Bonds Payable and Unsecured Loan Payable . . . (7,626) (417) Distributions Paid to Shareholders . . . . . . . (1,695) (1,608) Payment of Preferred Distributions . . . . . . . (123) -- Prepayment Penalties on Early Extinguishment of Debt. . . . . . . . . . . . . . . . . . . . (6) -- Shares Issued, Net of Issuance Costs . . . . . . 206 208 -------- -------- Net Cash Used In Financing Activities. . . . . . . (9,295) (1,940) -------- -------- Net Decrease In Cash and Cash Equivalents. . . . . (8,190) (1,399) Cash and Cash Equivalents at Beginning of Period. . . . . . . . . . . . . . . 13,097 3,731 -------- -------- Cash and Cash Equivalents at End of Period . . . . $ 4,907 $ 2,332 ======== ======== Supplemental Information: Interest Paid During the Period. . . . . . . . . $ 2,435 $ 2,852 ======== ======== Non-Cash Financing Activities: Preferred Share Debt Conversion. . . . . . . . . $ 6,157 $ -- ======== ======== Employees' Notes . . . . . . . . . . . . . . . . $ 3,238 $ -- ======== ======== The accompanying notes are an integral part of the consolidated financial statements. BANYAN STRATEGIC REALTY TRUST Notes to Consolidated Financial Statements March 31, 2000 (Unaudited) (Dollars in thousands, except per share data) 1. FINANCIAL STATEMENT PRESENTATION Readers of this quarterly report should refer to Banyan Strategic Realty Trust's (the "Trust") audited consolidated financial statements for the year ended December 31, 1999 which are included in the Trust's 1999 Form 10-K, as certain footnote disclosures which would substantially duplicate those contained in such audited statements have been omitted from this report. RECLASSIFICATIONS Certain reclassifications have been made to the previously reported 1999 consolidated financial statements in order to provide comparability with the 2000 consolidated financial statements. These reclassifications have not changed the 1999 results. In the opinion of management, all adjustments necessary for a fair presentation have been made to the accompanying consolidated financial statements as of March 31, 2000. All adjustments made to the financial statements, as presented, are of a normal recurring nature to the Trust. 2. EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2000 and 1999: Three Months Ended ------------------------ 3/31/00 3/31/99 ---------- ---------- Numerator: Income Available to Common Shares Before Extraordinary Item . . . . . . . . . . . . . . . . . . $ 1,061 $ 1,238 Extraordinary Item . . . . . . . . . . . . (42) -- ---------- ---------- Net Income Available to Common Shares . . . . . . . . . . . $ 1,019 $ 1,238 ========== ========== Denominator: Denominator for basic earnings per weighted-average shares. . . . . . . . . 14,073,785 13,407,319 Effect of dilutive securities - Employee stock options . . . . . . . . . 5,447 5,556 ---------- ---------- Denominator for diluted earnings per share-adjusted weighted-average shares and assumed conversions . . . . 14,079,232 13,412,875 ========== ========== Basic and Diluted Earnings Available to Common Shares Per weighted- average Common Share: Income Before Extraordinary Item . . . . . $ 0.07 $ 0.09 Extraordinary Item . . . . . . . . . . . . -- -- ---------- ---------- Net Income . . . . . . . . . . . . . . $ 0.07 $ 0.09 ========== ========== 3. BUSINESS SEGMENTS The Trust owns and operates real estate properties located principally in the Midwest and Southeast United States. The Trust has three operating segments corresponding to the three property types comprising its real estate assets: flex/industrial, office and retail. As of March 31, 2000, the flex/industrial segment was comprised of twelve complexes with long-term leases to approximately 170 tenants; the office segment was comprised of fourteen office sites with long-term leases to approximately 270 tenants; and the retail segment was comprised of one retail center with long-term leases to approximately 50 tenants. As of March 31, 1999, the flex/industrial segment was comprised of thirteen complexes, the office segment was comprised of fourteen office sites and the retail segment was comprised of one retail center. Prior to the sale of the Oklahoma Apartment Portfolio in December 1999, a fourth segment - the residential segment - was comprised of four apartment complexes with 864 units. The Trust's long-term tenants are in a variety of businesses and no individual tenant is significant to the Trust's business when considered as a whole. Information by business segments is set forth below: Three Months Ended March 31, -------------------- 2000 1999 -------- -------- Revenue Flex/Industrial. . . . . . . . . . . . . . . . . $ 2,805 $ 2,736 Office . . . . . . . . . . . . . . . . . . . . . 5,149 5,344 Residential. . . . . . . . . . . . . . . . . . . -- 1,055 Retail . . . . . . . . . . . . . . . . . . . . . 1,124 1,271 Corporate/Other. . . . . . . . . . . . . . . . . 272 22 -------- -------- $ 9,350 $ 10,428 ======== ======== Income (Loss) Before Extraordinary Item Flex/Industrial. . . . . . . . . . . . . . . . . $ 696 $ 528 Office . . . . . . . . . . . . . . . . . . . . . 1,102 1,321 Residential. . . . . . . . . . . . . . . . . . . -- 202 Retail . . . . . . . . . . . . . . . . . . . . . 130 250 Corporate/Other. . . . . . . . . . . . . . . . . (744) (1,063) -------- -------- $ 1,184 $ 1,238 ======== ======== As of As of Decem- March 31, ber 31, 2000 1999 -------- -------- Total Assets Flex/Industrial. . . . . . . . . . . . . . . . . $ 68,756 $ 74,581 Office . . . . . . . . . . . . . . . . . . . . . 106,458 105,991 Residential. . . . . . . . . . . . . . . . . . . -- 20,917 Retail . . . . . . . . . . . . . . . . . . . . . 18,246 18,303 Corporate/Other. . . . . . . . . . . . . . . . . 4,735 2,547 -------- -------- $198,195 $222,339 ======== ======== Three Months Ended March 31, -------------------- 2000 1999 -------- -------- Depreciation and Amortization Flex/Industrial. . . . . . . . . . . . . . . . . $ 572 $ 544 Office . . . . . . . . . . . . . . . . . . . . . 914 766 Residential. . . . . . . . . . . . . . . . . . . -- 141 Retail . . . . . . . . . . . . . . . . . . . . . 144 133 -------- -------- $ 1,630 $ 1,584 ======== ======== Three Months Ended March 31, -------------------- 2000 1999 -------- -------- Interest Expense Flex/Industrial. . . . . . . . . . . . . . . . . $ 754 $ 885 Office . . . . . . . . . . . . . . . . . . . . . 1,284 1,374 Residential. . . . . . . . . . . . . . . . . . . -- 298 Retail . . . . . . . . . . . . . . . . . . . . . 329 333 -------- -------- $ 2,367 $ 2,890 ======== ======== Three Months Ended March 31, -------------------- 2000 1999 -------- -------- Additions to Investment in Real Estate Flex/Industrial. . . . . . . . . . . . . . . . . $ 308 $ 406 Office . . . . . . . . . . . . . . . . . . . . . 792 1,058 Residential. . . . . . . . . . . . . . . . . . . -- 78 Retail . . . . . . . . . . . . . . . . . . . . . 1 5 -------- -------- $ 1,101 $ 1,547 ======== ======== 4. SUBSEQUENT EVENTS DISTRIBUTIONS On April 5, 2000, the Trust declared a cash distribution for the quarter ended March 31, 2000 of $0.12 per share payable May 22, 2000 to shareholders of record on April 21, 2000. FINANCING On May 1, 2000, the Trust entered into a loan agreement with LaSalle Bank National Association which provides for a loan in the amount of $12,100, which can be drawn in four installments. The amount of $8,500 was drawn on May 1, 2000. The loan, which is collateralized by the Trust's Johns Creek Office and Industrial Park and Technology Park properties, bears interest at a variable rate equal to LIBOR plus 2.2% and is payable monthly. The loan principal is pre-payable without penalty and matures in one year. The proceeds from the first draw were utilized primarily to repay the amounts outstanding on a line of credit which came due on May 1, 2000 and which was previously collateralized by Johns Creek Office and Industrial Park and Technology Park, and secondarily for transaction costs. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL Certain statements in this quarterly report that are not historical in fact constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on our current expectations, estimates and projections. These statements are not a guaranty of future performance. Without limiting the foregoing, words such as "believes," "intends," "anticipates," "expects," and similar expressions are intended to identify forward-looking statements which are subject to a number of risks and uncertainties, including, among other things: . general real estate investment risks; . potential inability to raise capital by either equity or debt; . potential inability to repay or refinance indebtedness at maturity; . increases in interest rates; . adverse consequences of failure to qualify as a REIT; and . possible environmental liabilities. Actual results could differ materially from those projected in these forward-looking statements. See "Managements's Discussion and Analysis of Financial Condition and Results of Operations - Risk Factors" in the annual report on Form 10-K for the year ended December 31, 1999 for a more complete discussion. We are a self-administered infinite life real estate investment trust ("REIT"), organized as a Massachusetts business trust, which owns and operates primarily office and flex/industrial properties. We operate principally through BSRT UPREIT Limited Partnership, referred to as the Operating Partnership, and its subsidiaries. BSRT UPREIT Corp., a wholly- owned subsidiary, is the General Partner of the Operating Partnership. As of March 31, 2000, we were the sole limited partner of BSRT UPREIT Limited Partnership. Our Board of Trustees has recently formed a committee comprised entirely of our independent trustees to begin the process of evaluating strategic alternatives. The results of this review may significantly change our future business plan compared to the strategies that we have pursued over the last several years. Further, pending this review, we have not acquired any new properties and have not taken any specific steps to increase the amount of capital available for acquisitions. RESULTS OF OPERATIONS As of March 31, 2000, we owned individually, or, in some cases through joint ventures, twenty-seven properties consisting of: . fourteen office properties totaling 1.5 million rentable square feet; . twelve flex/industrial properties totaling 1.7 million rentable square feet; . one retail property which contains 321,600 rentable square feet. COMPARISON OF THREE MONTHS ENDED MARCH 31, 2000 TO THREE MONTHS ENDED MARCH 31, 1999 During the three months ended March 31, 2000 and 1999 our income before minority interest and extraordinary item totaled approximately $1.3 million and approximately $1.4 million, respectively. The approximate $0.1 million decrease resulted from a reduction in total revenue of approximately $1.1 million offset by a decrease in total expenses of approximately $1.0 million. In particular, our total revenues decreased by approximately $1.1 million or 10.6% to approximately $9.3 million from approximately $10.4 million, due to a decrease in the number of properties that we own. On a "same-store" basis (comparing the results of operations of the properties owned during the entire three months ended March 31, 2000 with the results of the same properties owned during the entire three months ended March 31, 1999), total revenues decreased by approximately $0.1 million. This decrease was caused by lower occupancy at two of our properties, the Colonial Penn Building and Airways Plaza Office Center. These properties were 72% and 10% occupied at March 31, 2000, respectively, compared to 100% and 91% occupancy levels at March 31, 1999. The occupancy at these two properties was lower than our historical levels as a result of the termination of several leases during 1999. Our ability to achieve "same-store" growth in revenue in the future will be dependent on the time it takes to re-lease this and future vacant space and the rental rates at which we obtain new tenants. Our total operating expenses, which include property operating, repairs and maintenance, real estate taxes, and ground lease decreased by approximately $0.5 million to approximately $3.0 million from approximately $3.5 million in 1999. We attribute all of this decrease to the fact that we own fewer properties. Interest expense decreased by approximately $0.5 million to approximately $2.4 million from approximately $2.9 million primarily due to a reduction in the amounts borrowed as a result of 1999 dispositions. LIQUIDITY AND CAPITAL RESOURCES We expect to fund our short-term liquidity needs, including recurring capital expenditures, from our working capital (including the restricted cash which is available for capital expenditures, real estate taxes and insurance), and from income derived primarily from our property operations. We anticipate using these monies to fund periodic tenant-related capital expenditures and other capital improvements. Assuming that our Board of Trustees continues to authorize the payment of distributions consistent with historical per share amounts, we believe that our Funds Available for Distribution (as defined below) will be sufficient for the twelve months after the date of this report to pay quarterly distributions of $0.12 per common share. We expect to fund our long-term liquidity needs, including funds necessary for non-recurring capital improvements and funds required if we decide to acquire and develop property, from long-term and short-term secured debt. If we require additional liquidity to fund a portion of the cost of improving properties in the future, we expect to borrow under our credit facility or to mortgage our Avalon Ridge Business Park which is our only unencumbered property. At March 31, 2000, our assets totaled approximately $198.2 million, a decrease of approximately $8.4 million from total assets at December 31, 1999 of approximately $206.6 million. Our liabilities totaled approximately $125.1 million at March 31, 2000, a decrease of approximately $14.0 million from a total of approximately $139.1 million at December 31, 1999. Our shareholders equity increased by approximately $5.5 million to approximately $70.8 million at March 31, 2000 from approximately $65.3 million at December 31, 1999. Cash and cash equivalents consist of cash and short-term investments. Our cash and cash equivalents balance was approximately $4.9 million at March 31, 2000 and approximately $13.1 million at December 31, 1999. The decrease in total cash and cash equivalents resulted from using approximately $0.9 million in investing activities and approximately $9.3 million in financing activities, while receiving approximately $2.0 million from operating activities. Cash Flows From Operating Activities: Net cash provided by operating activities decreased by approximately $0.4 million for the three months ended March 31, 2000 to approximately $2.0 million from approximately $2.4 million in 1999. This decrease is primarily due to period to period changes in certain assets and liabilities including restricted cash, other assets, accounts payable and other assets and liabilities effecting operating activities. Net income adjusted for depreciation and amortization and minority interest remained the same at approximately $3.0 million for the three months ended March 31, 2000 and 1999. See Results of Operations above for further discussion of the operations of our real estate assets. Due to certain unique operating characteristics of real estate companies, the National Association of Real Estate Investment Trusts ("NAREIT"), an industry trade group, has promulgated a standard known as "Funds from Operations", or "FFO" for short, which it believes more accurately reflects the operating property performance of a REIT such as our company. As defined by NAREIT, FFO means net income computed in accordance with generally accepted accounting principles ("GAAP"), less extraordinary items, excluding gains (or losses) from debt restructuring and sales of property plus depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. We have adopted the NAREIT definition for computing FFO because we believe that, subject to the following limitations, FFO provides a basis for comparing the performance and operations of a REIT such as our company. The calculation of FFO may vary from entity to entity in that capitalization and expense policies may vary from entity to entity. Items which are capitalized do not decrease FFO whereas items that are expensed decrease FFO. As such, our presentation of FFO may not be comparable to other similarly titled measures presented by other REIT's. We do not intend for FFO to be an alternative to Net Income as an indication of our performance nor an alternative to Cash Flows from Operating Activities (as calculated in accordance with GAAP) as a measure of our capacity to pay distributions. For the three months ended March 31, 2000 and 1999, our properties generated FFO of approximately $2.6 million and $2.8 million, respectively. FFO decreased on a year to year basis due primarily to a decrease in the number of properties owned from period to period. FFO for the three months ended March 31, 2000 and 1999 is calculated as follows: 2000 1999 ---- ---- (Dollars in thousands) Net Income Attributable to Common Shares . . . . . . . . . . . . . . . $1,019 $1,238 Plus: Depreciation and Amortization Expense . . . 1,630 1,584 Less: Minority Interest Share of Depreciation and Amortization Expense . . . . . . . . . . . . . . . . . (82) (56) Extraordinary Item . . . . . . . . . . . . 42 -- ------ ------ Funds From Operations. . . . . . . . . . . . $2,609 $2,766 ====== ====== Cash Flows Provided By (Used For): Operating Activities . . . . . . . . . . . $ 2,053 $ 2,418 Investing Activities . . . . . . . . . . . $ (948) $(1,877) Financing Activities . . . . . . . . . . . $(9,295) $(1,940) Our ability to pay any distribution is influenced by the amount of money that we have available to distribute known as Funds Available for Distribution or "FAD" for short. FAD is calculated by increasing or decreasing FFO to give effect to items such as the impact of straight- lining rents, lease commissions paid and normalized reserves for capital improvements. We reserve approximately $0.075 per square foot for flex/industrial properties, $0.10 per square foot for office properties, $0.15 per square foot for retail property and $200 per residential unit. The ability to make future distributions to our shareholders is dependent upon, among other things: . the strategic course determined by our Board of Trustees as a result of their strategic review; . sustaining the operating performance of our existing real estate investments through scheduled increases in base rents under existing leases and through general improvement in the real estate markets where our properties are located; and . our level of operating expenses. FAD for the three months ended March 31, 2000 and 1999 is calculated as follows: 2000 1999 ---- ---- (Dollars in thousands) Funds From Operations. . . . . . . . . . . . . . $2,609 $2,766 Straight-line Rents. . . . . . . . . . . . . . . (25) (25) Lease Commissions. . . . . . . . . . . . . . . . (409) (307) Capital Reserve. . . . . . . . . . . . . . . . . (82) (128) ----- ------ Funds Available for Distribution . . . . . . . . $2,093 $2,306 ====== ====== Cash Flows From Investing Activities: During the three months ended March 31, 2000, we used approximately $0.9 million in investing activities compared to approximately $1.9 million in the same period in 1999. Cash flow was primarily used during the three months ended March 31, 2000 to make capital improvements at our various properties in the amount of approximately $1.1 million. In comparison, during the same period in 1999, we made capital improvements in the amount of approximately $1.5 million. Cash Flows From Financing Activities: During the three months ended March 31, 2000, financing activities used approximately $9.3 million compared to approximately $1.9 million in the same period in 1999. During the three months ended March 31, 2000, we used cash primarily to make principal payments on mortgage loans, and on an unsecured loan payable of approximately $7.6 million and to pay distributions to shareholders of approximately $1.7 million. The cash flows used by financing activities for the three months ended March 31, 1999 resulted primarily from distributions paid to shareholders of approximately $1.6 million and principal payments on mortgage loans and bonds payable of approximately $0.4 million. OTHER INFORMATION As of March 31, 2000, we owned interests, directly or indirectly through our wholly owned subsidiaries, in the properties set forth in the table below: BANYAN STRATEGIC REALTY TRUST Portfolio Summary March 31, 2000
Scheduled Lease Expirations Occu- ------------------------------- Date Square pancy After Acquired Footage % 2000 2001 2002 2002 -------- ------- -------- ---- ---- ---- ----- FLEX/INDUSTRIAL - --------------- Milwaukee Industrial Properties Milwaukee, WI. . . . . . . . . 4/30/93 235,800 85% 11% 16% 32% 26% Elmhurst Metro Court Elmhurst, IL . . . . . . . . . 11/30/93 140,800 66% 6% 37% 12% 11% Willowbrook Industrial Court Willowbrook, IL. . . . . . . . 6/16/95 84,300 89% 21% 19% 31% 18% Lexington Business Center Lexington, KY. . . . . . . . . 12/05/95 308,800 70% 18% 9% 5% 38% Newtown Business Center Lexington, KY. . . . . . . . . 12/05/95 87,100 99% 4% 37% 16% 42% 6901 Riverport Drive Louisville, KY . . . . . . . . 11/19/96 322,100 100% 45% 0% 0% 55% Avalon Ridge Business Park Norcross, GA . . . . . . . . . 4/24/98 57,400 100% 0% 0% 0% 100% Tower Lane Business Park Bensenville, IL. . . . . . . . 4/27/98 95,900 100% 37% 15% 30% 18% Metric Plaza Winter Park, FL. . . . . . . . 4/30/98 32,000 100% 0% 0% 69% 31% Park Center Orlando, FL. . . . . . . . . . 4/30/98 47,400 80% 9% 25% 24% 22% Scheduled Lease Expirations Occu- ------------------------------- Date Square pancy After Acquired Footage % 2000 2001 2002 2002 -------- ------- -------- ---- ---- ---- ----- University Corporate Center Winter Park, FL. . . . . . . . 4/30/98 127,800 77% 9% 33% 21% 14% Johns Creek Office and Industrial Park Duluth and Suwanee, GA . . . . 8/14/98 119,300 100% 0% 50% 50% 0% ---------- ----- ----- ----- ----- ----- Sub-total. . . . . . . . . . 1,658,700 86% 19% 18% 18% 31% ---------- ----- ----- ----- ----- ----- OFFICE - ------ Colonial Penn Building Tampa, FL. . . . . . . . . . . 3/22/94 79,200 72% 0% 0% 0% 72% Commerce Center Sarasota, FL . . . . . . . . . 3/22/94 81,100 100% 0% 11% 5% 84% Woodcrest Office Park Tallahassee, FL. . . . . . . . 12/19/95 264,900 94% 18% 17% 19% 40% Midwest Office Center Oakbrook Terrace, IL . . . . . 4/18/96 77,000 92% 32% 19% 31% 10% Phoenix Business Park Atlanta, GA. . . . . . . . . . 1/15/97 110,600 69% 2% 13% 18% 36% Butterfield Office Plaza Oak Brook, IL. . . . . . . . . 4/30/97 200,800 95% 21% 20% 38% 16% Southlake Corporate Center Morrow, GA . . . . . . . . . . 7/30/97 56,200 87% 6% 35% 35% 11% University Square Business Center Huntsville, AL . . . . . . . . 8/26/97 184,700 96% 25% 25% 25% 21% Technology Center Huntsville, AL . . . . . . . . 8/26/97 48,500 65% 0% 0% 0% 65% Airways Plaza Office Center Memphis, TN. . . . . . . . . . 12/10/97 87,800 10% 0% 4% 3% 3% Scheduled Lease Expirations Occu- ------------------------------- Date Square pancy After Acquired Footage % 2000 2001 2001 -------- ------- -------- ---- ---- ---- ----- Peachtree Pointe Office Park Norcross, GA . . . . . . . . . 1/20/98 71,700 91% 27% 13% 16% 35% Avalon Center Office Park Norcross, GA . . . . . . . . . 3/20/98 53,300 100% 0% 0% 0% 100% Sand Lake Tech Center Orlando, FL. . . . . . . . . . 4/30/98 84,100 100% 0% 0% 3% 97% Technology Park Norcross, GA . . . . . . . . . 8/14/98 145,700 100% 13% 28% 4% 55% ---------- ----- ----- ----- ----- ----- Sub-total. . . . . . . . . 1,545,600 87% 13% 16% 17% 41% ---------- ----- ----- ----- ----- ----- RETAIL - ------ Northlake Tower Shopping Center Atlanta, GA. . . . . . . . . . 7/28/95 321,600 98% 8% 2% 7% 81% ---------- ----- ----- ----- ----- ----- Total. . . . . . . . . . . . . 3,525,900 88% 15% 15% 17% 41% ---------- ----- ----- ----- ----- -----
BANYAN STRATEGIC REALTY TRUST Comparison of Average Rents Average Average "In Place" Market Square Net Rents Net Rents Property Type Footage (1) (2) - ------------- --------- ---------- --------- Flex/Industrial. . . . . . 1,658,700 $5.55 $5.59 Office . . . . . . . . . . 1,545,600 9.18 10.27 Retail . . . . . . . . . . 321,600 11.81 12.00 ---------- ------ ------ Total. . . . . . . . . 3,525,900 $ 7.71 $ 8.23 ========== ====== ====== - -------------------- (1) Average "In Place" Net Rents represent net operating income per square foot. (2) Average Market Net Rents represent our good faith estimate of current market rents, assuming standard tenant improvements. SUBSEQUENT EVENT On May 1, 2000, we entered into a loan agreement with LaSalle Bank National Association which provides for a loan in the amount of $12.1 million, which we can draw in four installments. The amount of $8.5 million was drawn on May 1, 2000. The loan which is collateralized by the Trust's Johns Creek Office and Industrial Park and Technology Park properties, bears interest at a variable rate equal to LIBOR plus 2.2% and is payable monthly. The loan principal is pre-payable without penalty and matures in one year. We utilized the proceeds from the first draw primarily to repay the amounts outstanding on a line of credit which was due on May 1, 2000 and which was previously collateralized by Johns Creek Office and Industrial Park and Technology Park, and secondarily for transaction costs. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK We do not engage in any hedge transaction nor in the ownership of any derivative financial instruments. To mitigate the impact of fluctuations in interest rates, we generally have maintained over 70% of our debt as fixed rate in nature by borrowing on a long-term basis. As of March 31, 2000, we had approximately $118.9 million of outstanding long-term debt, of which $20.6 million bears interest at variable rates that are adjusted on a monthly basis. As of March 31, 2000, the weighted-average interest rate on this variable rate debt was 7.47%. If interest rates on this variable rate debt increased by one percentage point (1%), interest expense would increase by $206,000 on an annual basis. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits (see Exhibit Index included elsewhere herein). (b) Report on form 8-K dated December 16, 1999 was filed on January 3, 2000 to provide information required by Item 2 of Form 8-K and a pro forma information required by Item 7 of Form 8-K in connection with the Trust's disposition of the property in the Oklahoma apartment portfolio. SIGNATURES PURSUANT to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on our behalf and in the capacities and on the dates indicated. BANYAN STRATEGIC REALTY TRUST By: /s/ Leonard G. Levine Date: May 11, 2000 Leonard G. Levine, President By: /s/ Joel L. Teglia Date: May 11, 2000 Joel L. Teglia, Vice President and Chief Financial Officer EXHIBIT INDEX - ------- 3.1 Third Amended and Restated Declaration of Trust dated as of August 8, 1986, as amended on March 8, 1991, May 1, 1993, August 12, 1998 and December 13, 1999, including Certificate of designations, preferences and rights of Series A convertible preferred shares. (1) 3.2 First Amendment of Third Amended and Restated Declaration of Trust effective December 13, 1999. (*) 3.3 By-Laws dated March 13, 1996. (2) 3.4 BSRT UPREIT Limited Partnership Limited Partnership Agreement (3) 4.1 Convertible Term Loan Agreement dated as of October 10, 1997 among Banyan Strategic Realty Trust, as Borrower, and the Entities listed therein, as Lenders. (4) 4.2 First Amendment to Convertible Term Loan Agreement dated as of March 30, 1998 made by and among Banyan Strategic Realty Trust and the Entities listed therein, as Lenders. (5) 4.3 Second Amendment to Convertible Term Loan Agreement dated as of June 26, 1998 made by and among Banyan Strategic Realty Trust and the Entities listed therein, as Lenders. (6) 4.4 Revolving Credit Agreement dated April 30, 1998 among Banyan Strategic Realty Trust, as Borrower and the Capital Company of America, as Lender. (7) 4.5 Loan Agreement dated May 22, 1998 among BSRT Fountain Square L.L.C., BSRT Phoenix Business Park L.L.C., BSRT Newtown Trust, BSRT Southlake L.L.C., BSRT Technology Center L.L.C., BSRT Airways Plaza L.L.C., BSRT Peachtree Pointe L.L.C., BSRT Avalon Center L.L.C., BSRT Sand Lake Tech Center L.L.C., BSRT Park Center L.L.C., BSRT Metric Plaza L.L.C., and BSRT University Corporate Center L.L.C., as Borrower, and the Capital Company of America, as Lender. (6) 4.6 First Amendment to Loan Agreement dated September 11, 1998 among BSRT Fountain Square L.L.C., BSRT Phoenix Business Park L.L.C., BSRT Newton Trust, BSRT Southlake L.L.C., BSRT Technology Center L.L.C., BSRT Airways Plaza L.L.C., BSRT Peachtree Pointe L.L.C., BSRT Avalon Center L.L.C., BSRT Sand Lake Tech Center L.L.C., BSRT Park Center L.L.C., BSRT Metric Plaza L.L.C., and BSRT University Corporate Center L.L.C., as Borrower, and the Capital Company of America LLC, as Lender. (8) 4.7 Loan Agreement dated June 22, 1998 between Banyan/Morgan Wisconsin L.L.C., and Banyan/Morgan Elmhurst L.L.C., as Borrower and the Capital Company of America, as Lender. (6) 4.8 First Amendment to Loan Agreement dated September 11, 1998 between Banyan/Morgan Wisconsin L.L.C., and Banyan/Morgan Elmhurst L.L.C., as Borrower and the Capital Company of America LLC, as Lender. (8) 10.1 Employment Agreement of Leonard G. Levine as of December 14, 1999. (1) 10.2 Employment Agreement of Leonard G. Levine as of October 1, 1997. (9) 10.3 Employment Agreement of Joel L. Teglia dated December 31, 1998. (3) 10.4 Employment Agreement of Neil Hansen dated December 31, 1998. (3) 10.5 Employment Agreement of Jay Schmidt dated December 31, 1998. (3) EXHIBIT INDEX - ------- 10.6 1997 Omnibus Stock and Incentive Plan dated July 9, 1997. (10) 10.7 Share Purchase Agreement by and among Banyan Strategic Realty Trust and the Purchasers listed on the signature page attached thereto dated as of October 10, 1997. (4) 10.8 Registration Rights Agreement dated as of October 10, 1997 between Banyan Strategic Realty Trust and the Purchasers listed on the Signature Pages attached thereto. (4) 10.9 Registration Rights Agreement dated as of October 1, 1997 between Banyan Strategic Realty Trust and Leonard G. Levine. (3) 21 Subsidiaries of Banyan Strategic Realty Trust (1) 27 Financial Data Schedule (*) 99.15 Press Release dated April 5, 2000 (*) 99.16 Press Release dated May 10, 2000 (*) - -------------------- (*) Filed herewith. (1) Incorporated by reference from the Trust's Form 10-K for the year ended December 31, 1999. (2) Incorporated by reference from the Trust's Registration Statement on Form S-11 (file number 33-4169). (3) Incorporated by reference from the Trust's Form 10-K for the year ended December 31, 1998. (4) Incorporated by reference from the Trust's Form 8-K dated October 14, 1997. (5) Incorporated by reference from the Trust's Form 10-K/A for the year ended December 31, 1997. (6) Incorporated by reference from the Trust's Form 8-K dated May 22, 1998. (7) Incorporated by reference from the Trust's Form 10-Q dated March 31, 1998. (8) Incorporated by reference from the Trust's Form 8-K/A-1 dated August 14, 1998. (9) Incorporated by reference from the Trust's Form 10-K dated December 31, 1997. (10) Incorporated by reference from the Trust's Form 10-Q for the quarter ended June 30, 1997. EX-3.2 2 EXHIBIT 3.2 - ----------- First Amendment of Third Amended and Restated Declaration of Trust of Banyan Strategic Realty Trust Adopted by Vote of the Trustees on April 6, 2000, effective December 13, 1999 RESOLVED: That page 30 of the Third Amended and Restated Declaration of Trust of Banyan Strategic Realty Trust is hereby further amended by deleting in its entirety page 30 of the Declaration and substituting therefor the following: NAMES, ADDRESSES AND SIGNATURES OF TRUSTEES IN WITNESS WHEREOF, the undersigned Trustees have executed this Third Amended and Restated Declaration of Trust, effective December 13, 1999. ___________________________________ ___________________________________ Walter E. Auch Sr. Stephen M. Peck c/o Banyan Strategic Realty Trust c/o Banyan Strategic Realty Trust 150 South Wacker Drive, Suite 2900 150 South Wacker Drive, Suite 2900 Chicago, IL 60606 Chicago, IL 60606 ___________________________________ ___________________________________ Leonard G. Levine L. G. Schafran c/o Banyan Strategic Realty Trust c/o Banyan Strategic Realty Trust 150 South Wacker Drive, Suite 2900 150 South Wacker Drive, Suite 2900 Chicago, IL 60606 Chicago, IL 60606 ___________________________________ Daniel Levinson c/o Banyan Strategic Realty Trust 150 South Wacker Drive, Suite 2900 Chicago, IL 60606 EX-27 3
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BANYAN STRATEGIC REALTY TRUST'S FORM 10-Q FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q. 3-MOS DEC-31-2000 MAR-31-2000 4,907 0 1,115 0 0 6,022 200,365 (16,853) 198,195 4,863 118,898 67,853 0 6,157 (3,193) 198,195 0 9,350 0 0 5,673 0 2,367 1,184 0 1,184 0 (42) 0 1,142 0.07 0.07
EX-99.15 4 EXHIBIT 99.15 - ------------- AT THE TRUST AT THE FINANCIAL RELATIONS BOARD Karen Dickelman Larry Stein Georganne Palffy Investor Relations General Inquiries Analyst Inquiries 312/683-3671 312/640-6794 312/640-6768 ir@banyanreit.com FOR IMMEDIATE RELEASE WEDNESDAY, APRIL 5, 2000 BANYAN STRATEGIC REALTY TRUST DECLARES FIRST QUARTER 2000 CASH DISTRIBUTION CHICAGO, APRIL 5, 2000 - Banyan Strategic Realty Trust (Nasdaq:BSRTS) today declared a quarterly cash distribution of 12 cents per share for the first quarter ended March 31, 2000. The distribution is payable May 22, 2000 to shareholders of record as of April 21, 2000. Banyan Strategic Realty Trust is an equity Real Estate Investment Trust (REIT) that owns primarily office and flex/industrial properties. These properties are located in certain major metropolitan areas of the Midwest and Southeastern United States, including Atlanta, Georgia and Chicago, Illinois and smaller markets such as Huntsville, Alabama, Louisville, Kentucky, Memphis, Tennessee, and Orlando, Florida. The Trust's current portfolio consists of 27 properties totaling 3.5 million rentable square feet. As of this date, the Trust has 14,165,635 shares of beneficial interest outstanding. See Banyan's Website at http:www.banyanreit.com. For further information regarding Banyan free of charge via fax, dial 1-800-PRO-INFO and enter "BSRTS". - END - EX-99.16 5 EXHIBIT 99.16 - ------------- AT THE TRUST AT THE FINANCIAL RELATIONS BOARD Karen Dickelman Larry Stein Georganne Palffy Investor Relations General Inquiries Analyst Inquiries 312 683-3671 312 640-6794 312 640-6768 FOR IMMEDIATE RELEASE WEDNESDAY, MAY 10, 2000 BANYAN STRATEGIC REALTY TRUST REPORTS $0.18 FFO PER SHARE FOR FIRST QUARTER BANYAN STRATEGIC REALTY TRUST FIRST QUARTER HIGHLIGHTS* . First Quarter FFO of $2.7 million, or $0.18 per share . Revenues of $9.3 million . EBITDA of $5.4 million . Average occupancy of portfolio 88 percent at March 31, 2000 . Quarterly cash distribution of $0.12 per share declared * Per share data presented on diluted basis CHICAGO, MAY 10, 2000 - Banyan Strategic Realty Trust (Nasdaq:BSRTS) a real estate investment trust, today announced first quarter 2000 funds from operation (FFO) of $2.7 million, or $0.18 per share. CONSOLIDATED FINANCIAL RESULTS - ------------------------------ For the first quarter 2000 Banyan reported net income available to common shareholders of $1.0 million, or $0.07 per share, on revenues of $9.3 million, and FFO of $2.7 million, or $0.18 per share. This compared to net income of $1.2 million, or $0.09 per share, on revenues of $10.4 million and FFO of $2.8 million, or $0.205 per share during the first quarter the previous year. EBITDA (earnings before interest, tax, depreciation and amortization) in the recent quarter was $5.4 million. PORTFOLIO PERFORMANCE - --------------------- Total revenue for the first quarter 2000 was $9.3 million, which represents a decrease of 10.6 percent from the $10.4 million in revenue reported during the same period last year. This decrease is due to a reduction in the number of properties owned by Banyan during the first quarter 2000 subsequent to the disposition of an office/warehouse property and the entire residential portfolio in late 1999. On a "same-store" basis when comparing the operational results of the same properties owned by Banyan during the first quarter 2000 with the same period last year, total revenues decreased by approximately $0.1 million. This decrease is primarily attributable to lower occupancy at two of the properties during the recent quarter. The average occupancy rate at Banyan's 27 properties was 88 percent at March 31, 2000. MORE... BALANCE SHEET - ------------- As of March 31, 2000, total debt and equity market capitalization was approximately $199 million. EBITDA coverage ratio for the three-month period ended March 31, 2000 was 2.27 to 1. The Trust had approximately $119 million of total debt outstanding as of March 31, 2000, which represents a decrease of approximately 10 percent from total debt outstanding at December 31, 1999. QUARTERLY CASH DISTRIBUTIONS/FUNDS AVAILABLE FOR DISTRIBUTION - ------------------------------------------------------------- On April 5, 2000 Banyan declared a quarterly cash distribution of $0.12 per share for the first quarter ended March 31, 2000. The distribution is payable May 22, 2000 to shareholders of record as of April 21, 2000. Funds Available for Distribution (FAD) totaled $2.2 million for the three months ended March 31, 2000, or $0.15 per share. This compared to FAD of $2.3 million or $0.17 per share for the same period last year. Banyan Strategic Realty Trust is an equity Real Estate Investment Trust (REIT) that owns primarily office and flex/industrial properties. The properties are located in certain major metropolitan areas of the Midwest and Southeastern United States, including Atlanta, Georgia and Chicago, Illinois, and smaller markets such as Huntsville, Alabama; Louisville, Kentucky; Memphis, Tennessee; and Orlando, Florida. The Trust's current portfolio consists of 27 properties totaling 3.5 million rentable square feet. As of this date, the Trust has 14,166,333 shares of beneficial interest outstanding. EXCEPT FOR THE HISTORICAL INFORMATION CONTAINED HEREIN, CERTAIN MATTERS DISCUSSED IN THIS RELEASE ARE FORWARD-LOOKING STATEMENTS, THE ACHIEVEMENT OF WHICH INVOLVE RISKS AND UNCERTAINTIES THAT ARE DETAILED FROM TIME TO TIME IN OUR REPORTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING THE REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1999. THE "MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS" SECTION WILL BE INCLUDED IN OUR FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2000 WHICH WILL BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BY MAY 15, 2000. WITHOUT LIMITATION THE FOREGOING WORDS SUCH AS "ANTICIPATES", "EXPECTS", "INTENDS", "PLANS", AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. See Banyan's Website at http://www.banyanreit.com. For further information regarding Banyan free of charge via fax, dial 1-800-PRO-INFO and enter "BSRTS". Financial Tables to Follow BANYAN STRATEGIC REALTY TRUST ADD 3 SELECTED FINANCIAL DATA (Dollars in thousands, except per share data) Three Months Ended Year Ended 3/31/00 3/31/99 12/31/99 ---------- ---------- ---------- Total revenue. . . . . . . . . . $ 9,350 $ 10,428 $ 41,716 Operating expenses . . . . . . . (8,040) (9,076) (36,597) ---------- ---------- ---------- Operating income . . . . . . . . 1,310 1,352 5,119 Minority interest in consolidated partnerships. . . (126) (114) (538) Net gains on disposition of real estate. . . . . . . . . . -- -- 4,089 Extraordinary item, net of minority interest. . . . . . . (42) -- (183) ---------- ---------- ---------- Net income . . . . . . . . . . . $ 1,142 $ 1,238 $ 8,487 Less Income Attributable to Preferred Shares . . . . . . . $ (123) -- -- ---------- ---------- ---------- Net Income Available to Common Shares . . . . . . . $ 1,019 $ 1,238 $ 8,487 ========== ========== ========== Basic and Diluted Earnings Available to Common Shares Per Weighted-Average Common Share: Income Before Net Gains and Extraordinary Item . . . . . . $ 0.07 $ 0.09 $ 0.34 ========== ========== ========== Net Income . . . . . . . . . . . $ 0.07 $ 0.09 $ 0.63 ========== ========== ========== Weighted average basic shares. . 14,073,785 13,407,319 13,468,514 Weighted average diluted shares. 14,079,232 13,412,875 13,475,072 FUNDS FROM OPERATIONS Net Income Attributable to Common Shares. . . . . . . . . $ 1,019 $ 1,238 $ 8,487 Add: - --- Depreciation and amortization expense. . . . . . . . . . . . 1,630 1,584 6,629 Less: - ---- Minority interest share of depreciation and amortization expense. . . . . . . . . . . . (82) (56) (309) Net Gain on Disposition of Real Estate. . . . . . . . . . -- -- (4,089) Extraordinary item, net of minority interest. . . . . . . 42 -- 183 ---------- ---------- ---------- Funds from operation - Basic . . $ 2,609 $ 2,766 $ 10,901 ---------- ---------- ---------- Add: - --- Interest on convertible debt and preferred dividend. . 136 -- -- ---------- ---------- ---------- Funds from operation - Diluted . $ 2,745 $ 2,766 $ 10,901 ========== ========== ========== Weighted average basic shares. . 14,073,785 13,407,319 13,468,514 Weighted average diluted shares. 15,325,198 13,412,875 13,475,072 BANYAN STRATEGIC REALTY TRUST ADD 4 CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands) March 31, December 31, 2000 1999 ----------- ------------ Investment in Real Estate, at cost:. . . $ 200,365 $ 199,264 Less: Accumulated Depreciation. . . (16,853) (15,420) ---------- ---------- 183,512 183,844 ---------- ---------- Cash and Cash Equivalents. . . . . . . . 4,907 13,097 Restricted Cash. . . . . . . . . . . . . 3,025 2,668 Other Assets . . . . . . . . . . . . . . 6,751 7,038 ---------- ---------- Total Assets . . . . . . . . . . . . . . $ 198,195 $ 206,647 ========== ========== Loans and Bonds Payable. . . . . . . . . $ 118,898 $ 132,681 Other Liabilities. . . . . . . . . . . . 6,164 6,415 Minority Interest. . . . . . . . . . . . 2,316 2,256 Shareholders' Equity . . . . . . . . . . 70,817 65,295 ---------- ---------- Total Liabilities and Shareholders' Equity . . . . . . . . . $ 198,195 $ 206,647 ========== ========== BANYAN STRATEGIC REALTY TRUST ADD 5
PORTFOLIO SUMMARY Scheduled Lease Expirations ------------------------------------ Occu- 4/1- Square pancy 12/30 After Location Footage % 2000 2001 2002 2002 -------- --------- ----- ------ ------ ------ ----- FLEX/INDUSTRIAL Milwaukee Industrial Properties Milwaukee, Wisconsin 235,800 85% 11% 16% 32% 26% Elmhurst Metro Court Elmhurst, Illinois 140,800 66% 6% 37% 12% 11% Willowbrook Industrial Court Willowbrook, Illinois 84,300 89% 21% 19% 31% 18% Lexington Business Center Lexington, Kentucky 308,800 70% 18% 9% 5% 38% Newtown Business Center Lexington, Kentucky 87,100 99% 4% 37% 16% 42% 6901 Riverport Drive Louisville, Kentucky 322,100 100% 45% 0% 0% 55% Avalon Ridge Business Park Norcross, Georgia 57,400 100% 0% 0% 0% 100% Tower Lane Business Park Bensenville, IIlinois 95,900 100% 37% 15% 30% 18% Metric Plaza Winter Park, Florida 32,000 100% 0% 0% 69% 31% Park Center Orlando, Florida 47,400 80% 9% 25% 24% 22% University Corporate Center Winter Park, Florida 127,800 77% 9% 33% 21% 14% Johns Creek Office and Industrial Park Duluth and Suwanee, Georgia 119,300 100% 0% 50% 50% 0% --------- ---- ---- ---- ---- ---- Sub-Total 1,658,700 86% 19% 18% 18% 31% --------- ---- ---- ---- ---- ---- OFFICE Colonial Penn Building Tampa, Florida 79,200 72% 0% 0% 0% 72% Commerce Center Sarasota, Florida 81,100 100% 0% 11% 5% 84% Woodcrest Office Park Tallahassee, Florida 264,900 94% 18% 17% 19% 40% Midwest Office Center Oakbrook Terrace, Illinois 77,000 92% 32% 19% 31% 10% Phoenix Business Park Atlanta, Georgia 110,600 69% 2% 13% 18% 36% Butterfield Office Plaza Oak Brook, Illinois 200,800 95% 21% 20% 38% 16% Southlake Corporate Center Morrow, Georgia 56,200 87% 6% 35% 35% 11% University Square Business Center Huntsville, Alabama 184,700 96% 25% 25% 25% 21% Technology Center Huntsville, Alabama 48,500 65% 0% 0% 0% 65% Airways Plaza Office Center Memphis, Tennessee 87,800 10% 0% 4% 3% 3% Peachtree Pointe Office Park Norcross, Georgia 71,700 91% 27% 13% 16% 35% Avalon Center Office Park Norcross, Georgia 53,300 100% 0% 0% 0% 100% Sand Lake Tech Center Orlando, Florida 84,100 100% 0% 0% 3% 97% Technology Park Norcross, Georgia 145,700 100% 13% 28% 4% 55% --------- ---- ---- ---- ---- ---- Sub-Total 1,545,600 87% 13% 16% 17% 41% --------- ---- ---- ---- ---- ---- RETAIL Northlake Tower Shopping Center Atlanta, Georgia 321,600 98% 8% 2% 7% 81% --------- ---- ---- ---- ---- ---- Total 3,525,900 88% 15% 15% 17% 41% ========= ==== ==== ==== ==== ====
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