-----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, OcuX/3tlcu3OrnLSTWlRHId4JY42Gs5nr3KF1Cj08r71HAQ0KUjqNZFPLiOrdJLG IYSonwUX2QlzgHBnNd3x/A== 0001193125-04-182200.txt : 20041101 0001193125-04-182200.hdr.sgml : 20041101 20041101083312 ACCESSION NUMBER: 0001193125-04-182200 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041101 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041101 DATE AS OF CHANGE: 20041101 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: 041108183 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.htm FORM 8-K 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 1, 2004

 


 

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) 317-5700

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 2.02. Results of Operations and Financial Condition

 

On November 1, 2004, 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, 2004. 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 deemed to be “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 (“Securities Act”) or the Exchange Act, or otherwise subject to the liabilities of that Section of Sections 11 and 12 (a) (2) of the Securities Act.

 

Item 9.01. 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 dated November 1, 2004, “American Mortgage Acceptance Company Reports Third Quarter Financial Results”.


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 1, 2004

EX-99.1 2 dex991.htm PRESS RELEASE DATED NOVEMBER 1, 2004 Press Release dated November 1, 2004

EXHIBIT 99.1

 

AMERICAN MORTGAGE ACCEPTANCE COMPANY

REPORTS THIRD QUARTER FINANCIAL RESULTS

 

NEW YORK, NY – November 1, 2004 – American Mortgage Acceptance Company (“AMAC” or the “Company”) (AMEX: AMC) today announced financial results for its third quarter ended September 30, 2004.

 

“Through the growth in AMAC’s portfolio and the expansion of the Company’s product focus, AMAC had very steady results for the third quarter,” said Stuart J. Boesky, President and Chief Executive Officer of AMAC. “As we move towards the end of the year, we are excited about further developing our pipeline and continuing to execute our business plan to generate consistent returns.”

 

Financial Highlights

 

AMAC reported total revenues of approximately $4.2 million for the three months ended September 30, 2004, which represented an increase of approximately 16.7% as compared to revenues of approximately $3.6 million for the three months ended September 30, 2003.

 

For the three months ended September 30, 2004, AMAC earned net income of approximately $3.2 million, representing an increase of approximately 17.0% as compared to net income of approximately $2.8 million for the three months ended September 30, 2003. On a per share basis (basic and diluted), net income was $0.39 for the three months ended September 30, 2004, representing an increase of approximately 18.2% as compared to $0.33 for the three months ended September 30, 2003.

 

Funds from Operations (“FFO”) for the three months ended September 30, 2004, was approximately $3.3 million, or $0.40 on a per share basis (basic and diluted). During the three months ended September 30, 2003, FFO was equal to net income, as AMAC did not record depreciation expense for any of its real estate owned.

 

AMAC’s present quarterly dividend on an annualized basis is $1.60 per share, representing an approximate 9.9% yield on the $16.16 per share closing price on October 29, 2004. The third quarter per share dividend to common shareholders of $0.40 represents a payout ratio of 100% of FFO for the quarter.

 

Third Quarter Portfolio Investment Activity

 

During September 2004, AMAC provided a $4.6 million floating-rate mezzanine loan for the acquisition and renovation of The Pines Apartments, a 312-unit multifamily apartment complex located in Las Vegas, Nevada. The loan is for a term of three years and includes an optional one-year extension. The interest rate is indexed to the 30-day London Interbank Offered Rate (“LIBOR”) plus 875 basis points. The Company received a loan origination fee of 1% in connection with this loan.

 

Also during September 2004, the Company provided a $2.0 million fixed-rate mezzanine loan for the acquisition of The Plaza at Sawmill Place, a 195,000 square-foot shopping center located in Columbus, Ohio. The loan, which has a term of ten years with a 30-year amortization, bears interest at a rate of 13.5% per year. The shopping center is currently 100% leased and features nationally recognized tenants such as Circuit City, Blockbuster, Starbucks, and LensCrafters.

 

Also during September 2004, AMAC purchased two Fannie Mae DUS certificates with an aggregate face amount of approximately $7.1 million. The Fannie Mae DUS certificates are secured by properties in California and Louisiana and were purchased at a weighted average yield of 5.68% to AMAC.


Management Conference Call

 

Management will conduct a conference call at 11:00 a.m. Eastern Time today to review the Company’s third quarter financial results for the period ended September 30, 2004. Callers will be invited to ask questions. Investors, brokers, analysts, and shareholders wishing to participate should call (800) 361-0912. For interested individuals unable to join the conference call, a replay of the call will be available through Friday, November 5, 2004, at (888) 203-1112 (Passcode 888888) or on our website, www.americanmortgageco.com, through Monday, November 15, 2004.

 

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 commercial real estate finance. AMAC originates and acquires mezzanine loans, bridge loans, and government-insured first mortgages secured by 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

SELECTED FINANCIAL DATA

(In thousands, except per share amounts)

 

    

September 30,

2004


  

December 31,

2003


     (Unaudited)     

Financial Position

             

Total assets

   $ 325,745    $ 327,107
    

  

Repurchase facilities payable

   $ 144,605    $ 149,529
    

  

Warehouse facility payable

   $ 22,817    $ 34,935
    

  

Mortgage payable on real estate owned

   $ 15,993    $ 15,993
    

  

Line of credit - due to related party

   $ 15,361    $ —  
    

  

Total liabilities

   $ 204,170    $ 206,212
    

  

Total shareholders’ equity

   $ 121,575    $ 120,895
    

  

    

Three Months Ended

September 30,


     2004

   2003

     (Unaudited)

Operations

             

Total revenues

   $ 4,155    $ 3,559

Total expenses

     2,339      1,434
    

  

Income before other income

     1,816      2,125

Total other income

     1,433      651
    

  

Net income

   $ 3,249    $ 2,776
    

  

Net income per share (basic and diluted)

   $ 0.39    $ 0.33
    

  

Weighted average shares outstanding

             

Basic

     8,336      8,338
    

  

Diluted

     8,336      8,347
    

  

 

Funds from Operations (“FFO”)(1), as calculated in accordance with the National Association of Real Estate Investment Trusts (“NAREIT”) definition, for the three months ended September 30, 2004(2), is summarized in the following table:

 

    

Three Months Ended

September 30,


     2004

Net income

   $ 3,249

Add back: Depreciation of real property

     59
    

FFO

   $ 3,308
    

Cash flows from:

      

Operating activities

   $ 3,765
    

Investing activities

   $ 3,113
    

Financing activities

   $ 3,101
    

Weighted average shares outstanding

      

Basic and diluted

     8,336
    

FFO per Share

   $ 0.40
    


(1) FFO represents net income or loss (computed in accordance with generally accepted accounting principles (“GAAP”)), excluding gains (or losses) from sales of property, excluding depreciation and amortization related to real property and including funds from operations for unconsolidated joint ventures calculated on the same basis. AMAC calculates FFO in accordance with the NAREIT definition. FFO does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs. FFO should not be considered as an alternative to net income as an indicator of the Company’s operating performance or as an alternative to cash flows as a measure of liquidity. Management considers FFO a supplemental measure of operating performance, and, along with cash flows from operating activities, financing activities, and investing activities, it provides investors with an indication of the ability of the Company to incur and service debt, to make capital expenditures, and to fund other cash needs.
(2) In the third quarter of 2003, FFO was equal to net income, as AMAC did not record depreciation expense for any of its real estate owned.

 

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. 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.

 

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