-----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, IFaGyr5aeNb23wiIR4vnkmJa7zrRhxfGZIoNRU4ppF0+RuQBr1mUppuDZdnUfQfb YryG8HlO2wp+yjPf2BQcQA== 0000828916-03-000067.txt : 20030815 0000828916-03-000067.hdr.sgml : 20030815 20030815144658 ACCESSION NUMBER: 0000828916-03-000067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030630 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEINGARTEN REALTY INVESTORS /TX/ CENTRAL INDEX KEY: 0000828916 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 741464203 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09876 FILM NUMBER: 03850481 BUSINESS ADDRESS: STREET 1: 2600 CITADEL PLAZA DR STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77292 BUSINESS PHONE: 7138666000 MAIL ADDRESS: STREET 1: PO BOX 924133 CITY: HOUSTON STATE: TX ZIP: 77292-4133 8-K 1 doc1.txt UNITED STATES 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): August 11, 2003 WEINGARTEN REALTY INVESTORS (Exact name of Registrant as specified in its Charter)
Texas 1-9876 74-1464203 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) (Commission file number) Identification Number)
2600 Citadel Plaza Drive, Suite 300, Houston, Texas 77008 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 866-6000 Not applicable (Former name or former address, if changed since last report) ITEM 7. EXHIBITS. 99.1 Press Release dated August 11, 2003. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. The information under this caption is furnished by Weingarten Realty Investors (the "Company") in accordance with Securities Exchange Commission Release No. 33-8216. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. On August 11, 2003, the Company issued a press release describing its results of operations for the second quarter ended June 30, 2003. A copy of the press release is attached as Exhibit 99.1 to this report. In the earnings release, the Company used the non-GAAP financial measure of Funds from Operations ("FFO"). A reconciliation of FFO to the comparable GAAP financial measure (Net income) is contained in the attached earnings release. Disclosure regarding the definition of FFO used by the Company and why the Company's management believes the presentation of FFO provides useful information to investors is included in the Company's annual report on Form 10-K for the fiscal year ended December 31, 2002. PAGE 2 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. Date: August 15, 2003 WEINGARTEN REALTY INVESTORS By: /s/ Joe D. Shafer ------------------------- Joe D. Shafer Vice President/Controller PAGE 3 INDEX TO EXHIBITS 99.1 Press Release dated August 11, 2003. PAGE 4 EX-99.1 3 doc2.txt WEINGARTEN REALTY INVESTORS ANNOUNCES SECOND QUARTER EARNINGS Houston, Texas, August 11, 2003: Weingarten Realty Investors (NYSE:WRI) announced today the results of its second quarter ended June 30, 2003. - Rental revenues for the second quarter of 2003 were $100.8 million, up from $89.0 million for the second quarter of 2002, a 13.3% increase. - Net income available to common shareholders was $21.1 million, as compared to $26.4 million in the second quarter 2002. This represents $.40 per diluted share for the second quarter 2003, as compared to $.51 per diluted share in 2002. The Company noted that net income for the second quarter of 2002 benefited from gains of $3.1 million on the sale of properties as compared to no gain in the same period of 2003. In addition, second quarter 2003 net income available to common shareholders was reduced $2.5 million ($0.05 per diluted common share) related to a non-cash adjustment for the original issuance costs associated with Weingarten's $75 million preferred shares that were redeemed during the quarter. - Funds from Operations (FFO), a supplemental measure of REIT performance, increased to $44.9 million for the second quarter 2003 from $42.6 million for the same period in 2002, a 5.4% increase. On a diluted per share basis, FFO increased to $.85 per share as compared to $.81 per share the same quarter of the previous year. The non-cash adjustment for the issuance costs of the redeemed preferred shares was not deducted in calculating FFO. A reconciliation containing adjustments from GAAP net income to FFO is included in the financial statements to this release. - The Company invested $99.8 million in acquisitions and new development projects during the second quarter 2003, and a total of $160.4 million for the six months ended June 30, 2003. - Occupancy of the overall portfolio was reported at 92.2% for the second quarter of 2003, up from 91.8% for the first quarter 2003 and 91.3% for the quarter ended June 30, 2002. Occupancy for the retail properties was 92.6% at both June 30, 2003 and March 31, 2003, as compared to 91.9% at June 30, 2002. The industrial portfolio's occupancy increased to 91.0% from 89.0% for both the first quarter of 2003 and the second quarter 2002. It was reported that approximately 90% of the Company's rental revenues are attributable to its retail properties, with the balance primarily coming from its industrial portfolio. - The Board of Trust Managers declared a dividend of $.585 per common share for the second quarter of 2003, up from $.555 per common share in 2002. On an annualized basis, this represents a dividend of $2.34 per share as compared to $2.22 per share for the prior year, a 5.4% increase. The dividend is payable on September 15, 2003 to shareholders of record on September 2, 2003. - The Board of Trust Managers also declared dividends on the Company's preferred shares. The 7.125% Series B Cumulative Redeemable Preferred Shares dividend of $.4453 per share, the 7.00% Series C Cumulative Redeemable Preferred Shares (NYSE: WRIPrC) dividend of $.875 per share and the 6.75% depositary shares representing an interest in Series D Cumulative Redeemable Preferred Shares (NYSE: WRIPrD) dividend of $.4219 are all payable on September 15, 2003 to shareholders of record on September 2, 2003. In announcing the results for the second quarter, Drew Alexander, President and Chief Executive Officer, attributed the Company's continued strong performance primarily to its acquisitions and new development projects brought on-line, as well as to increased rental revenues from the existing portfolio. He indicated that in the first six months of 2003, the Company completed 511 new leases or renewals totaling 2.5 million square feet with an average increase of 8.1% in the rental rates on a same-store basis. Net of capital costs, rental rates increased 4.5%. Alexander commented, "Despite the ongoing increased competition in the acquisitions arena, Weingarten was able to successfully acquire four excellent properties during the second quarter of 2003. We acquired two supermarket-anchored shopping centers, Hollywood Hills Plaza, a 364,700 square foot shopping center anchored by Publix, Target and Eckerd Drug in Hollywood, Florida, and Tamiami Trail Shops, a 110,900 square foot Miami, Florida shopping center also anchored by Publix and Eckerd Drug. In addition, we purchased Lincoln Place II, a 168,400 square foot shopping center near St. Louis, Missouri anchored by Marshall's, Linens N Things, Office Depot, Old Navy and Ultimate Electronics. This center is adjacent to an existing Weingarten center that has Kohl's and Lowe's Home Improvement Warehouse as its anchors. Finally, we acquired a 159,000 square foot industrial property located in Tampa, Florida." This brings Weingarten's acquisition totals for the first half of 2003 to 1.8 million square feet with a total investment of $126.0. Alexander noted that the Company currently has a number of other potential acquisitions in various stages of due diligence and anticipates a successful program for 2003. The Company reported that it currently has 19 new development properties in various stages of construction, comprised of 18 shopping centers and one industrial property. Upon completion, these developments will represent an investment of approximately $219 million and will add 1.6 million square feet to the portfolio. All 18 retail developments are anchored either by a supermarket or a national discount department store. The industrial project is a 300,000 square foot state-of-the-art distribution warehouse, which will be located in Houston, Texas. Weingarten will have a 20% joint venture interest in this project, which is leased to Houston-based Shell Oil Products US. These new development projects will come on-line during the remainder of 2003 and in 2004. Alexander further commented with regard to financing activities, "We were able to take advantage of the opportunity to redeem our $75 million 7.44% Series A Cumulative Redeemable Preferred Shares during the second quarter of 2003. The redemption of these shares was financed through the issuance of 3,000,000 depositary shares representing $75 million of 6.75% Series D Cumulative Redeemable Preferred Shares, the net effect of which will save Weingarten and our shareholders over $500,000 annually." During the six months ended June 30, 2003, Weingarten has issued $136 million of medium-term notes with an average maturity of 11.4 years and weighted average interest rate of 5.4%. The proceeds were employed to reduce the Company's floating-rate debt. By locking rates on longer-term, fixed-rate debt and paying down short-term, variable-rate debt, the Company has reduced its variable-rate debt from 28% of total debt at June 30, 2002 to 15% of total debt at June 30, 2003. Alexander noted, "Although the effect of these transactions was an increase in total interest expense as compared to what it would have been had we not refinanced this floating-rate debt, these transactions reduced our exposure to interest rate increases and continued our practice of carefully staggering our future debt maturities." Alexander concluded by saying, "We continually seek to maximize the potential of our existing portfolio, and we are optimistic about the remainder of 2003 as we assess and pursue acquisition and development opportunities, and evaluate various financing opportunities that will benefit Weingarten over the long-term." The Company also announced that it will host a live webcast of its quarterly conference call on Monday, August 11, 2003 at 10:00 a.m. Central Time. The webcast can be accessed via the Company's web site at www.weingarten.com. A ------------------ replay is also available at the site starting approximately two hours following the live call or can be heard by calling 877-660-6853, account number 1628, confirmation number 71025 for the following 24 hours. Weingarten Realty Investors is a Houston, Texas based real estate investment trust with 310 income-producing properties in 18 states that span from coast to coast in the southern half of the United States. Included in the portfolio are 250 neighborhood and community shopping centers, 59 industrial properties and one office building (its corporate office) aggregating approximately 39.9 million square feet. Listed on the New York Stock Exchange, the Company's common shares are traded under the symbol "WRI". For further information on the Company, please visit www.weingarten.com. ------------------ STATEMENTS INCLUDED HEREIN THAT STATE THE COMPANY'S OR MANAGEMENT'S INTENTIONS, HOPES, BELIEFS, EXPECTATIONS OR PREDICTIONS OF THE FUTURE ARE "FORWARD-LOOKING" STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 WHICH BY THEIR NATURE, INVOLVE KNOWN AND UNKNOWN RISKS AND UNCERTAINTIES. THE COMPANY'S ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS COULD DIFFER MATERIALLY FROM THOSE EXPRESSED AS IMPLIED BY SUCH STATEMENTS. REFERENCE IS MADE TO THE COMPANY'S REGULATORY FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION FOR INFORMATION OR FACTORS, WHICH MAY IMPACT THE COMPANY'S PERFORMANCE.
FINANCIAL STATEMENTS WEINGARTEN REALTY INVESTORS (in thousands, except per share amounts) Three Months Ended Six Months Ended June 30, June 30, STATEMENTS OF CONSOLIDATED INCOME AND 2003 2002 2003 2002 FUNDS FROM OPERATIONS (Unaudited) (Unaudited) ---------------------- ---------------------- Rental Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 100,774 $ 89,024 $ 197,326 $ 172,084 Interest Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . 560 231 806 431 Other Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,619 1,253 2,639 2,011 ---------- ---------- ---------- ---------- Total Revenues . . . . . . . . . . . . . . . . . . . . . 102,953 90,508 200,771 174,526 ---------- ---------- ---------- ---------- Depreciation and Amortization. . . . . . . . . . . . . . . . . . . . . 22,584 19,040 43,689 36,698 Interest Expense . . . . . . . . . . . . . . . . . . . . . . . . . . . 21,036 16,532 40,475 31,528 Operating Expense. . . . . . . . . . . . . . . . . . . . . . . . . . . 16,215 13,451 30,304 25,656 Ad Valorem Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . 11,415 10,708 22,858 20,837 General and Administrative Expense . . . . . . . . . . . . . . . . . . 3,414 3,398 6,471 6,074 ---------- ---------- ---------- ---------- Total Expenses . . . . . . . . . . . . . . . . . . . . . 74,664 63,129 143,797 120,793 ---------- ---------- ---------- ---------- Operating Income . . . . . . . . . . . . . . . . . . . . . . . . . . . 28,289 27,379 56,974 53,733 Equity in Earnings of Joint Ventures . . . . . . . . . . . . . . . . . 998 965 2,036 2,039 Income Allocated to Minority Interests . . . . . . . . . . . . . . . . (837) (943) (1,732) (1,059) Loss on Sale of Properties . . . . . . . . . . . . . . . . . . . . . . (17) (8) ---------- ---------- ---------- ---------- Income Before Discontinued Operations. . . . . . . . . . . . . . . . . 28,433 27,401 57,270 54,713 ---------- ---------- ---------- ---------- Operating Income From Discontinued Operations. . . . . . . . . . . . . 143 814 326 1,698 Gain (Loss) on Sale of Properties. . . . . . . . . . . . . . . . . . . (108) 3,119 763 4,340 ---------- ---------- ---------- ---------- Income from Discontinued Operations. . . . . . . . . . . 35 3,933 1,089 6,038 ---------- ---------- ---------- ---------- Net Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28,468 31,334 58,359 60,751 Less: Preferred Dividends . . . . . . . . . . . . . . . . . . . . . 4,920 4,939 9,842 9,878 Original Issuance Costs associated with Redeemed Series A Preferred Shares . . . . . . . . . . . . . . . . . 2,488 2,488 ---------- ---------- ---------- ---------- Net Income Available to Common Shareholders. . . . . . . . . . . . . . $ 21,060 $ 26,395 $ 46,029 $ 50,873 ========== ========== ========== ========== Net Income Per Common Share--Basic . . . . . . . . . . . . . . . . . . $ 0.40 $ 0.51 $ 0.88 $ 0.98 ========== ========== ========== ========== Net Income Per Common Share--Diluted . . . . . . . . . . . . . . . . . $ 0.40 $ 0.51 $ 0.88 $ 0.98 ========== ========== ========== ========== Funds from Operations: Net Income Available to Common Shareholders. . . . . . . . . . . . . . $ 21,060 $ 26,395 $ 46,029 $ 50,873 Depreciation and Amortization. . . . . . . . . . . . . . . . . . . . . 20,786 18,754 40,178 36,230 Depreciation and Amortization of Unconsolidated Joint Ventures . . . . 463 543 897 1,018 (Gain) Loss on Sale of Properties. . . . . . . . . . . . . . . . . . . 115 (3,119) (765) (4,340) Original Issuance Costs associated with Redeemed Series A Preferred Shares . . . . . . . . . . . . . . . . . . . . . 2,488 2,488 ---------- ---------- ---------- ---------- Funds from Operations. . . . . . . . . . . . . . . . . . $ 44,912 $ 42,573 $ 88,827 $ 83,781 ========== ========== ========== ========== Funds from Operations Per Common Share--Basic. . . . . . . . . . . . . $ 0.86 $ 0.82 $ 1.70 $ 1.62 ========== ========== ========== ========== Funds from Operations Per Common Share--Diluted. . . . . . . . . . . . $ 0.85 $ 0.81 $ 1.69 $ 1.61 ========== ========== ========== ========== Weighted Average Shares Outstanding--Basic . . . . . . . . . . . . . . 52,128 51,926 52,110 51,806 ========== ========== ========== ========== Weighted Average Shares Outstanding--Diluted . . . . . . . . . . . . . 54,038 53,754 54,025 52,909 ========== ========== ========== ==========
June 30, December 31, 2003 2002 CONSOLIDATED BALANCE SHEETS (Unaudited) (Audited) -------------------------- Property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,866,838 $ 2,695,286 Accumulated Depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . (490,137) (460,832) Investment in Real Estate Joint Ventures. . . . . . . . . . . . . . . . . . 28,460 28,738 Notes Receivable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24,432 14,747 Unamortized Debt and Lease Costs. . . . . . . . . . . . . . . . . . . . . . 52,659 48,377 Other Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 93,547 97,573 ------------ ------------ Total Assets . . . . . . . . . . . . . . . . . . . . $ 2,575,799 $ 2,423,889 ============ ============ Debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,509,965 $ 1,330,369 Accounts Payable and Accrued Expenses . . . . . . . . . . . . . . . . . . . 75,941 81,488 Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18,945 23,636 ------------ ------------ Total Liabilities . . . . . . . . . . . . . . . . . . . . . . . 1,604,851 1,435,493 ------------ ------------ Minority Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49,018 54,983 ------------ ------------ Preferred Shares of Beneficial Interest . . . . . . . . . . . . . . . . . . 263 263 Common Shares of Beneficial Interest. . . . . . . . . . . . . . . . . . . . 1,561 1,559 Capital Surplus . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,084,476 1,082,046 Accumulated Dividends in Excess of Net Income . . . . . . . . . . . . . . . (162,807) (147,853) Accumulated Other Comprehensive Loss. . . . . . . . . . . . . . . . . . . . (1,563) (2,602) ------------ ------------ Total Shareholders' Equity. . . . . . . . . . . . . . . . . . . 921,930 933,413 ------------ ------------ Total Liabilities and Shareholders' Equity . . . . . $ 2,575,799 $ 2,423,889 ============ ============
-----END PRIVACY-ENHANCED MESSAGE-----