-----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, VnP+xMX5MdHhXaHx7rLbp+7Jcqr19+moWqsXn8+IMIU5aNvSEL331vxD+0jHLdm1 x4C+dEfzAgz7QZo34ILtkA== 0001116679-03-001917.txt : 20030807 0001116679-03-001917.hdr.sgml : 20030807 20030807102221 ACCESSION NUMBER: 0001116679-03-001917 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030807 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MORTGAGE ACCEPTANCE CO CENTRAL INDEX KEY: 0000878774 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 136972380 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14583 FILM NUMBER: 03827874 BUSINESS ADDRESS: STREET 1: 625 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2124215333 MAIL ADDRESS: STREET 1: 625 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN MORTGAGE INVESTORS TRUST DATE OF NAME CHANGE: 19931013 8-K 1 amac8k.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): August 7, 2003 -------------- American Mortgage Acceptance Company ------------------------------------ (Exact Name of Registrant as Specified in Charter) Massachusetts ------------- (State or other Jurisdiction of Incorporation) 0-23972 13-6972380 ------- ---------- (Commission File Number) (IRS Employer Identification Number) 625 Madison Avenue, New York, NY 10022 -------------------------------------- (Address of Principal Executive Offices) Registrant's telephone number, including area code: (212) 421-5333 -------------- Not Applicable -------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits ------------------------------------------------------------------ (a). Financial Statements Not Applicable (b). Pro Forma Financial Information Not Applicable (c). Exhibits 99.1 Press release of the registrant, dated August 7, 2003. Item 12. Results of Operations and Financial Condition --------------------------------------------- On August 7, 2003, American Mortgage Acceptance Company ("AMAC" or the "Company") (AMEX: AMC) released a press release announcing its financial results for the second quarter ended June 30, 2003. A copy of this press release is attached to this Current Report as Exhibit 99.1 and incorporated herein by reference. The information included in this Current Report, including the information included in Exhibit 99.1 attached hereto, is intended to be furnished pursuant to "Item 12. Disclosure of Results of Operations and Financial Condition" and not be deemed to be "filed" for the 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 ("Securities Act") or the Exchange Act, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act. 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 hereunto duly authorized. AMERICAN MORTGAGE ACCEPTANCE COMPANY By: /s/ Stuart J. Boesky -------------------------- Name: Stuart J. Boesky Title: President Date: August 7, 2003 Exhibit Index Exhibit Number Description -------------- ----------- 99.1 Press release, dated August 7, 2003 EX-99 3 ex99-1.txt EX. 99.1: PRESS RELEASE Exhibit 99.1 AMERICAN MORTGAGE ACCEPTANCE COMPANY REPORTS SECOND QUARTER FINANCIAL RESULTS NEW YORK, NY - August 7, 2003 - American Mortgage Acceptance Company ("AMAC" or the "Company") (AMEX: AMC) today announced financial results for its second quarter ended June 30, 2003. Financial Highlights AMAC had total revenues of approximately $3.3 million for the three months ended June 30, 2003, representing an increase of approximately 22.6% as compared to revenues of approximately $2.7 million for the three months ended June 30, 2002. For the three months ended June 30, 2003, AMAC had net income of approximately $2.6 million, representing an increase of approximately 4.7% as compared to net income of approximately $2.5 million for the three months ended June 30, 2002. On a per share basis (basic and diluted), net income was $0.32 for the three months ended June 30, 2003, representing a decrease in net income per share of approximately 17.9% as compared to $0.39 for the three months ended June 30, 2002. The decrease in net income per share is primarily attributable to four non-performing loans in the Company's portfolio of mezzanine and bridge loans. As previously disclosed in a press release dated July 17, 2003, the Company revised financial guidance for the quarter and year as a result of the anticipated loss of interest on the non-performing loans, which have an aggregate principal amount of $10.5 million. AMAC's present quarterly dividend on an annualized basis is $1.60 per share, representing an approximate 11.3% yield on the $14.15 per share closing price on August 6, 2003. "While AMAC's financial performance in the second quarter was affected by the default of certain mezzanine and bridge loans in our portfolio, those loans only represented approximately 4% of the Company's total assets, and the remainder of our investment portfolio, 66% of which is government insured, continues to perform well," said Stuart J. Boesky, Chairman and Chief Executive Officer of AMAC. "We are taking the steps necessary to preserve our investment in these mezzanine and bridge loans, and we do not believe that AMAC will experience a loss of principal as a result of these defaults. We continue to focus on executing our business plan for 2003." Second Quarter Portfolio Investment Activity In April 2003, AMAC funded approximately $2.4 million of a $2.6 million mezzanine loan for Villas of Highpointe, a 304-unit apartment complex in Lewisville, Texas. The loan bears interest at a fixed rate of 14.57%. Once the property achieves stabilized operations, which is expected to occur within 22 months from closing, AMAC will fund an additional $693,000 loan that will provide a weighted average interest rate of 16.5% on the two loans. The loans will mature in approximately 32 years. The Company received a loan origination fee of 5.71%. During the second quarter of 2003, AMAC purchased 12 Fannie Mae certificates for an aggregate purchase price of approximately $33.6 million. The Fannie Mae certificates are secured by properties in California, Connecticut, Louisiana, Maryland, Massachusetts, Minnesota, and Texas and carry a weighted average coupon of 5.55%. Capital Markets Activity In April 2003, AMAC completed the public offering of 1,955,000 common shares of beneficial interest at a price of $15.00 per share, which includes the full exercise of the over-allotment option. RBC Capital Markets and JMP Securities served as underwriters for the common equity offering. The offering resulted in aggregate net proceeds of approximately $27.5 million to AMAC. Share Repurchase Plan Subsequent to the close of the second quarter, AMAC's Board of Trustees approved a share repurchase plan for the Company. The plan enables AMAC to repurchase, from time to time, up to 1,000,000 common shares. The repurchases will be made in the open market, and the timing will be dependant on the availability of shares and other market conditions. "With AMAC currently trading at a discount to its net asset value, this is a favorable time for the Company to adopt a share repurchase plan," said Stuart A. Rothstein, Executive Vice President and Chief Financial Officer of AMAC. "While there is no specific time table set for repurchases, AMAC will be able to provide additional value to its shareholders through the opportunistic repurchase of shares." Management Conference Call Management will conduct a conference call today to review the Company's second quarter financial results for the period ended June 30, 2003. The conference call is scheduled for 11:00 a.m. Eastern Time. Callers will be invited to ask questions during the conference call. Investors, brokers, analysts, and shareholders wishing to participate should call (800) 289-0572. For interested individuals unable to join the conference call, a replay of the call will be available through Monday, August 11, 2003, at (888) 203-1112 (Passcode 464422) or on our website, www.americanmortgageco.com, through Thursday, August 21, 2003. Supplemental Financial Information For more detailed financial information, please access the Supplemental Financial Package, which is available in the Investor Relations section of the AMAC website at www.americanmortgageco.com. About the Company AMAC is a real estate investment trust that specializes in multifamily housing finance. AMAC originates and acquires mezzanine loans, bridge loans, and government-insured first mortgages secured by multifamily housing properties throughout the United States. For more information, please visit our website at www.americanmortgageco.com or contact the Shareholder Services Department directly at (800) 831-4826. AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES Consolidated Balance Sheets (Dollars in thousands)
================== ================ June 30, December 31, 2003 2002 ------------------ ---------------- (Unaudited) ASSETS Investments in debt securities - available for sale $ 157,688 $ 114,034 Investments in mortgage loans, net 15,581 22,384 Investment in ARCap 20,240 20,240 Real estate owned 7,844 -- Cash and cash equivalents 3,406 10,404 Restricted cash 8,282 -- Notes receivable 43,401 25,997 Accrued interest receivable 1,617 1,170 Other assets 834 834 ----------- ----------- Total assets $ 258,893 $ 195,063 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Repurchase facility payable $ 105,717 $ 87,880 Warehouse facility payable 17,660 8,788 Interest rate derivatives 1,234 -- Accrued interest payable 292 60 Accounts payable and accrued expenses 459 762 Due to Advisor and affiliates 655 690 Distributions payable 3,335 2,545 ----------- ----------- Total liabilities 129,352 100,725 ----------- ----------- Shareholders' equity: Shares of beneficial interest 871 674 Treasury shares of beneficial interest (38) (38) Additional paid-in capital 126,746 99,470 Distributions in excess of net income (14,587) (14,471) Accumulated other comprehensive income 16,549 8,703 ----------- ----------- Total shareholders' equity 129,541 94,338 ----------- ----------- Total liabilities and shareholders' equity $ 258,893 $ 195,063 =========== ===========
AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES Consolidated Statements of Income (Dollars in thousands except per share amounts) (Unaudited)
==================================== Three Months Ended June 30, ------------------------------------ 2003 2002 ------------------------------------ Revenues: Interest income: Debt securities $ 1,980 $ 1,370 Mortgage loans 356 609 Notes receivable 878 627 Temporary investments 7 13 Other income 82 76 -------------- ------------- Total revenues 3,303 2,695 -------------- ------------- Expenses: Interest 643 307 General and administrative 182 164 Fees to Advisor 456 371 Amortization and other 49 -- Fannie Mae loan program -- 3 -------------- ------------- Total expenses 1,330 845 -------------- ------------- Other gain: Equity in earnings of ARCap 600 608 -------------- ------------- Net income $ 2,573 $ 2,458 ============== ============= Net income per share (basic and diluted) $ 0.32 $ 0.39 ============== ============= Weighted average shares outstanding Basic 8,144,259 6,363,630 ========= ========= Diluted 8,158,524 6,363,630 ========= =========
Certain statements in this press release may constitute forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties are detailed in AMAC's prospectus dated April 3, 2003, in connection with its recent offering of common shares, and in its other filings with the Securities and Exchange Commission. Such forward-looking statements speak only as of the date of this press release. AMAC expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in AMAC's expectations with regard thereto or change in events, conditions, or circumstances on which any such statement is based. ### -----END PRIVACY-ENHANCED MESSAGE-----