-----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, D02NPbqazqRJGBohGmaan3ECeiV+Kwmw7Mu7SVhCpXWHbRJO0NqLsmZU7La5aejl D33CqNQbqv0y/Jr22PU3wg== 0001193125-03-074082.txt : 20031106 0001193125-03-074082.hdr.sgml : 20031106 20031106113915 ACCESSION NUMBER: 0001193125-03-074082 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031106 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031106 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: 03981402 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 d8k.txt FORM 8-K 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): November 6, 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 November 6, 2003 Item 12. Results of Operations and Financial Condition On November 6, 2003, American Mortgage Acceptance Company ("AMAC" or the "Company") (AMEX: AMC) released a press release announcing its financial results for the third quarter ended September 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 and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. American Mortgage Acceptance Company (Registrant) BY: /s/ Stuart J. Boesky -------------------- Stuart J. Boesky President & Chief Executive Officer November 6, 2003 EX-99.1 3 dex991.txt PRESS RELEASE OF THE REGISTRANT, DATED NOVEMBER 6, 2003 EXHIBIT 99.1 AMERICAN MORTGAGE ACCEPTANCE COMPANY REPORTS THIRD QUARTER FINANCIAL RESULTS NEW YORK, NY - November 6, 2003 - American Mortgage Acceptance Company ("AMAC" or the "Company") (AMEX: AMC) today announced financial results for its third quarter ended September 30, 2003. Financial Highlights AMAC had total revenues of approximately $3.6 million for the three months ended September 30, 2003, representing an increase of approximately 33.0% as compared to revenues of approximately $2.7 million for the three months ended September 30, 2002. For the three months ended September 30, 2003, AMAC had net income of approximately $2.8 million, representing an increase of approximately 7.3% as compared to net income of approximately $2.6 million for the three months ended September 30, 2002. On a per share basis (basic and diluted), net income was $0.33 for the three months ended September 30, 2003, representing a decrease in net income per share of approximately 19.5% as compared to $0.41 for the three months ended September 30, 2002. As was previously disclosed in an earlier press release, the decrease in net income per share is primarily attributable to four non-performing mezzanine and bridge loans, with an aggregate principal amount of approximately $10.5 million. AMAC's present quarterly dividend on an annualized basis is $1.60 per share, representing an approximate 9.7% yield on the $16.54 per share closing price on November 5, 2003. "As we indicated on our last quarter's earnings call, AMAC's earnings continue to be impacted by the non-performing loans in our portfolio," said Stuart J. Boesky, President and Chief Executive Officer of AMAC. "We believe that AMAC has taken the appropriate measures, including taking ownership of the underlying properties where necessary, to preserve the capital we have invested in these loans. I am confident that the steps we have taken will allow us to redeploy the capital into investments that will earn returns consistent with our standard business model." Third Quarter Portfolio Activity In August 2003, AMAC funded a $1.2 million bridge loan for Quay Point Apartments, a 134-unit apartment complex in Houston, Texas, through the Company's Acquisition/Rehabilitation Bridge Loan Program with Fleet National Bank ("Fleet"). The loan, which bears interest at a variable rate of the one-month London Inter-Bank Offer Rate ("LIBOR") plus 360 basis points, has a term of 24 months with the possibility of a six-month extension. The Company received a bridge loan origination fee of 0.5%. Also in August 2003, AMAC partially funded a $3.8 million bridge loan for Oaks of Baytown Apartments, a 248-unit apartment complex in Baytown, Texas. The Company's initial funding was approximately $2.2 million, with future fundings totaling approximately $1.6 million. The loan, which was also funded through the Fleet Acquisition/Rehabilitation Bridge Loan Program, bears interest at a variable rate of the one-month LIBOR plus 450 basis points and has a term of 24 months with the possibility of a six-month extension. The Company received a bridge loan origination fee of 0.5%. In September 2003, AMAC acquired three Fannie Mae DUS certificates for an aggregate face amount of approximately $7.8 million. The Fannie Mae DUS certificates are secured by properties in California and were purchased at a weighted average yield of 5.25% to AMAC. Also in September 2003, AMAC entered into a letter of agreement with its affiliate PW Funding Inc. ("PWF") whereby the Company transferred and assigned all of its rights and obligations under its Delegated Underwriter and Servicer loan program with Fannie Mae to PWF. In connection with the agreement, AMAC indemnified PWF against any losses to Fannie Mae on the loans, and Charter Municipal Mortgage Acceptance Company ("CharterMac"), an affiliate of the Company, agreed to guarantee PWF's performance. As a result of CharterMac's guarantee, the collateral pledged to the loan program by AMAC was released. Subsequent Investment Activity In October 2003, AMAC purchased nine taxable revenue bonds at a discount of 99% of par from its affiliate, CharterMac. The nine taxable revenue bonds, each of which is secured by a first mortgage position on a multifamily property, were valued at approximately $7.6 million and carry a weighted average interest rate of 8.69%. The price paid by AMAC was determined by an independent third party valuation of the taxable revenue bonds. "In the current soft economic environment, the acquisition of these taxable tails represented a good opportunity to use AMAC's capital to acquire fully amortizing first mortgage bonds with no construction risk and a healthy yield," commented Stuart Rothstein, Executive Vice President and Chief Financial Officer of AMAC. Management Conference Call Management will conduct a conference call today to review the Company's third quarter financial results for the period ended September 30, 2003. The conference call is scheduled for 11:00 a.m. Eastern Time. Callers will be invited to ask questions. Investors, brokers, analysts, and shareholders wishing to participate should call (800) 289-0494. For interested individuals unable to join the conference call, a replay of the call will be available through Monday, November 10, 2003, at (888) 203-1112 (Passcode 299833) or on our website, www.americanmortgageco.com, through Thursday, November 20, 2003. Supplemental Financial Information For more detailed financial information, please access the Supplemental Financial Package, which will be 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) (Unaudited)
September 30, December 31, 2003 2002 ------------ ------------ ASSETS Investments in debt securities - available for sale $ 166,099 $ 114,034 Investments in mortgage loans, net 15,689 22,384 Investment in ARCap 20,240 20,240 Real estate owned - held for sale 40,145 -- Cash and cash equivalents 9,794 10,404 Notes receivable 37,147 25,997 Accrued interest receivable 1,951 1,170 Other assets 750 834 ------------ ------------ Total assets $ 291,815 $ 195,063 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Repurchase facility payable $ 140,707 $ 87,880 Warehouse facility payable 20,529 8,788 Interest rate derivatives 698 -- Accrued interest payable 506 60 Accounts payable and accrued expenses 792 762 Due to Advisor and affiliates 713 690 Distributions payable 3,335 2,545 ------------ ------------ Total liabilities 167,280 100,725 ============ ============ Commitments and contingencies Shareholders' equity: Common shares of beneficial interest; $.10 par value; 25,000,000 shares authorized; 8,713,376 issued and 8,338,180 outstanding in 2003 and 6,738,826 issued and 6,363,630 outstanding in 2002 871 674 Treasury shares of beneficial interest; 375,196 shares (38) (38) Additional paid-in capital 126,729 99,470 Distributions in excess of net income (15,145) (14,471) Accumulated other comprehensive income 12,118 8,703 ------------ ------------ Total shareholders' equity 124,535 94,338 ------------ ------------ Total liabilities and shareholders' equity $ 291,815 $ 195,063 ============ ============
AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES Consolidated Statements of Income (Dollars in thousands except per share amounts) (Unaudited)
------------------------------- ------------------------------- Three Months Ended Nine Months Ended September 30, September 30, ------------------------------- ------------------------------- 2003 2002 2003 2002 Revenues: Interest income: Debt securities $ 2,364 $ 1,548 $ 6,216 $ 4,002 Mortgage loans 418 536 2,181 1,546 Notes receivable 721 548 2,517 1,662 Temporary investments 37 16 52 40 Other income 70 67 180 203 ------------- ------------- ------------- ------------- Total revenues 3,610 2,715 11,146 7,453 ------------- ------------- ------------- ------------- Expenses: Interest 693 290 1,742 869 General and administrative 152 119 577 403 Fees to Advisor 468 318 1,367 1,046 Amortization and other 121 -- 327 6 Fannie Mae loan program -- -- -- 358 ------------- ------------- ------------- ------------- Total expenses 1,434 727 4,013 2,682 ------------- ------------- ------------- ------------- Other income: Equity in earnings of ARCap 600 600 1,800 1,800 Net gain (loss) on repayments and sales of debt securities -- -- (391) 614 ------------- ------------- ------------- ------------- Total other income 600 600 1,409 2,414 ------------- ------------- ------------- ------------- Net income $ 2,776 $ 2,588 $ 8,542 $ 7,185 ============= ============= ============= ============= Net income per share Basic and diluted .33 .41 1.12 1.22 ============= ============= ============= ============= Weighted average shares outstanding Basic 8,338,180 6,363,630 7,622,590 5,901,176 ============= ============= ============= ============= Diluted 8,346,866 6,363,630 7,633,997 5,901,176 ============= ============= ============= =============
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-----