-----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, CEY+EH1//AeVKidPro2sb3RleLhvip1OjyrGYfCdjXk89Rae8xRU/VqXGrdXpxdd i2p+gS9iAuAtbkjCnRGhgg== 0001215811-08-000050.txt : 20080808 0001215811-08-000050.hdr.sgml : 20080808 20080807181752 ACCESSION NUMBER: 0001215811-08-000050 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080807 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080808 DATE AS OF CHANGE: 20080807 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: 08999896 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 f8k_aug2008-amac.htm FORM 8-K COVER f8k_aug2008-amac.htm

 

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 AND EXCHANGE ACT OF 1934
 
Date of Report (Date of Earliest Event Reported): August 7,  2008
 

 
 
American Mortgage Acceptance Company
(Exact Name of Registrant as Specified in Its 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 August 7, 2008, American Mortgage Acceptance Company (“AMAC” or the “Company”) (AMEX: AMC) released a press release announcing its financial results for the second quarter and six months ended June 30, 2008.  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 2.02. 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 August 7, 2008, “American Mortgage Acceptance Company Reports Second Quarter Financial Results For 2008”.




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 /Donald J. Meyer
 
 
   
Donald J. Meyer
   
Chief Executive Officer

 
August 7,  2008
 
 

EX-99.1 2 exh_99-1.htm AMAC PRESS RELEASE exh_99-1.htm

AT THE COMPANY
Hande Tuney, Investor Relations
(800) 831-4826


AMERICAN MORTGAGE ACCEPTANCE COMPANY
REPORTS SECOND QUARTER FINANCIAL RESULTS FOR 2008


NEW YORK, NY – August 7, 2008 - American Mortgage Acceptance Company (“AMAC” or the “Company”) (AMEX: AMC) today announced financial results for the second quarter and six months ended June 30, 2008.

Financial Results

The table below summarizes AMAC’s revenues, net (loss) income, funds from operations (“FFO”) and adjusted FFO for the three and six months ended June 30, 2008 and 2007.
 

   
ThreeMonths Ended June 30,
     Six Months Ended June 30,  
(In thousands, except per share data)
 
2008
   
2007
   
2008
   
2007
 
Revenues
  $ 9,811     $ 15,312     $ 20,495     $ 27,813  
Net (Loss) Income
  $ (4,856 )   $ 3,477     $ (33,832 )   $ 8,641  
Net (Loss) Income Available to Common Shareholders
  $ (5,164 )   $ 3,477     $ (34,448 )   $ 8,641  
FFO (1)
  $ (4,856 )   $ 3,477     $ (33,832 )   $ 5,366  
Adjusted FFO (1) (2)
  $ (4,856 )   $ 2,808     $ (33,832 )   $ 4,727  
                                 
                                 
Per Share Data (diluted):
                               
  Net (Loss) Income
  $ (0.58 )   $ 0.41     $ (4.01 )   $ 1.03  
  Net (Loss) Income Available to
                               
    Common Shareholders
  $ (0.61 )   $ 0.41     $ (4.08 )   $ 1.03  
  FFO (1)
  $ (0.58 )   $ 0.41     $ (4.01 )   $ 0.64  
  Adjusted FFO (1) (2)
  $ (0.58 )   $ 0.33     $ (4.01 )   $ 0.56  
                                 
 
 
(1) See footnotes (1) and (3) to the Selected Financial Data for a discussion of FFO and adjusted FFO and a  reconciliation from GAAP net income.
                 
 
(2) Adjusted to exclude the change in fair value of derivative instruments, net of certain associated costs.

AMAC’s operating results were impacted by impairments recorded for certain of our mortgage loans and the declines in the fair value of our Commercial Mortgage-Backed Securities (“CMBS”) investments totaling $4.1 million and $30.6 million for the three and six months ended June 30, 2008, respectively.

 During 2008, declines in the fair values of AMAC’s CMBS investments reduced the Company’s shareholders’ equity, whether the declines resulted in realized losses or not.  As the fair values have continued to decline beyond the December 31, 2007 levels, total shareholders’ equity was brought to a negative balance as of June 30, 2008.

“Negative market conditions severely impacted the entire mortgage market causing substantial declines in mortgage securities and mortgage loan prices. These volatile market conditions continue to impact the value of AMAC’s assets. In the second quarter of 2008, AMAC incurred additional losses from mark-to-market adjustments of certain investments and impairment charges on certain mortgage loans,” said Donald J. Meyer, Chief Executive Officer of AMAC. “We are exploring all strategic options to preserve the value of our Company.”
 






###
About AMAC
 
AMAC is a real estate investment trust that specializes in originating and acquiring mortgage loans and other debt instruments secured by multifamily and commercial properties throughout the United States.  AMAC invests in mezzanine, construction and first mortgage loans, subordinated interests in first mortgage loans, bridge loans, subordinate commercial mortgage backed securities, and other real estate assets. For more information, please visit our website at http://www.americanmortgageco.com or contact the Corporate Communications Department directly at (800) 831-4826.
 
###
 



AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(In thousands, except per share amounts)

 

 
June 30,
2008
 
December 31, 2007
 
 
(Unaudited)
     
ASSETS
 
Cash and cash equivalents
  $ 20,703     $ 15,844  
Restricted cash
    5,028       8,783  
Investments:
               
Mortgage loans receivable, net
    464,822       529,644  
Available-for-sale investments, at fair value:
               
CMBS
    43,013       69,269  
Mortgage revenue bonds
    4,743       4,879  
Accounts receivable
    22,322       31,066  
Deferred charges and other assets, net
    6,499       6,914  
 
Total assets
  $ 567,130     $ 666,399  
LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY
 
Liabilities:
               
CDO notes payable
  $ 362,000     $ 362,000  
Repurchase facilities
    71,939       136,385  
Line of credit – related party
    79,877       77,685  
Preferred shares of subsidiary (subject to mandatory repurchase)
    25,000       25,000  
Interest rate derivatives
    20,358       26,631  
Accounts payable and accrued expenses
    16,373       15,764  
Due to Advisor and affiliates
    3,455       2,000  
Dividends payable
    308       308  
 
Total liabilities
    579,310       645,773  
                 
Commitments and contingencies
               
                 
Shareholders’ (deficit) equity:
   7.25% Series A Cumulative Convertible Preferred Shares
    15,905       15,905  
Common shares of beneficial interest
    892       885  
Treasury shares of beneficial interest at par
    (42 )     (42 )
Additional paid-in capital
    128,125       128,087  
Accumulated deficit
    (139,404 )     (104,956 )
Accumulated other comprehensive loss
    (17,656 )     (19,253 )
 
Total shareholders’ (deficit) equity
    (12,180 )     20,626  
 
Total liabilities and shareholders’ (deficit) equity
  $ 567,130     $ 666,399  

 


 
AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(In thousands, except per share amounts)


   
Three Months Ended
June 30,
   
Six Months Ended
June 30,
 
   
2008
   
2007
   
2008
   
2007
 
Revenues:
                       
Interest
  $ 9,808     $ 15,159     $ 20,414     $ 26,885  
Other revenues
    3       153       81       928  
Total revenues
    9,811       15,312       20,495       27,813  
 
Expenses:
                               
Interest
    8,808       10,633       16,805       19,128  
Interest – distributions to preferred shareholders of subsidiary (subject to mandatory repurchase)
    547       554       1,095       1,123  
General and administrative
    593       542       1,555       1,147  
Fees to Advisor and affiliates
    540       918       1,274       1,886  
Impairment of investment
    4,470       --       30,968       --  
Amortization and other
    204       206       446       406  
Total expenses
    15,162       12,853       52,143       23,690  
 
Other income (loss):
                               
Gain on sale of investments
    495       337       456       337  
Change in fair value and loss on termination of derivative instruments
    --       681       (2,640 )     650  
 
Total other income (loss)
    495       1,018       (2,184 )     987  
 
(Loss) income from continuing operations
    (4,856 )     3,477       (33,832 )     5,110  
 
Income from discontinued operations, including gain on sale of real estate owned
    --       --       --       3,531  
 
Net (loss) income
    (4,856 )     3,477       (33,832 )     8,641  
 
7.25% Convertible Preferred dividend requirements
    (308 )     --       (616 )     --  
 
Net (loss) income available to common shareholders
  $ (5,164 )   $ 3,477     $ (34,448 )   $ 8,641  
 
Earnings per share (basic and diluted):
                               
 
(Loss) income from continuing operations
  $ (0.61 )   $ 0.41     $ (4.08 )   $ 0.61  
Income from discontinued operations
    --       --       --       0.42  
 
Net (loss) income
  $ (0.61 )   $ 0.41     $ (4.08 )   $ 1.03  
 
Dividends per share
  $ --     $ 0.225     $ --     $ 0.450  
 
Weighted average shares outstanding:
                               
Basic and diluted
    8,445       8,403       8,439       8,402  



 

AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
SELECTED FINANCIAL DATA
 
(In thousands, except per share amounts)
 

 
Funds from Operations (“FFO”)(1), as calculated in accordance with the National Association of Real Estate Investment Trusts (“NAREIT”) definition, for the three and six months ended June 30, 2008 and 2007, is summarized in the following table:
 
   
Three Months Ended
June 30,    
     Six Months Ended
June 30,
 
   
2008
   
2007
   
2008
   
2007
 
 
Net (Loss) Income
  $ (4,856 )   $ 3,477     $ (33,832 )   $ 8,641  
 
Depreciation of real property(2)
    --       --       --       336  
Gain on sale of real property(2)
    --       --       --       (3,611 )
 
FFO
  $ (4,856 )   $ 3,477     $ (33,832 )   $ 5,366  
 
Adjusted FFO(3)
  $ (4,856 )   $ 2,808     $ (33,832 )   $ 4,727  
 
Cash flows from operating activities
  $ 1,598     $ 3,309     $ 1,971     $ 4,938  
Cash flows from investing activities
  $ 8,748     $ (186,282 )   $ 73,249     $ (270,610 )
Cash flows from financing activities
  $ (6,884 )   $ 175,298     $ (70,361 )   $ 264,952  
 
FFO per share (basic and diluted)
  $ (0.58 )   $ 0.41     $ (4.01 )   $ 0.64  
 
Adjusted FFO per share(3)
                               
(basic and diluted)
  $ (0.58 )   $ 0.33     $ (4.01 )   $ 0.56  
 
Weighted average shares outstanding
                               
(basic and diluted)
    8,445       8,403        8,439       8,402  
 

 
(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 relating 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 our operating performance or as an alternative to cash flows as a measure of liquidity.  Our 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.  Since not all companies calculate FFO in a similar fashion, our calculation, presented above, may not be comparable to similarly titled measures reported by other companies.
 
 
(2)  
Relates to properties sold in 2007, which are included in discontinued operations in our consolidated statements of income.
 
 
(3)  
Adjusted FFO excludes the change in fair value of derivative instruments, net of certain associated costs.
 

###




 
Certain statements in this document 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 factors 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 most recent Annual Report on Form 10-K and in its other filings with the Securities and Exchange Commission and include, among others, risks related to current liquidity which include, but are not limited to: market volatility for mortgage products; and the availability of financing for our investments; risks associated with the repurchase agreements we utilize to finance our investments and the ability to raise capital; risks associated with Collateral Debt Obligation (“CDO”) securitization transactions, which include, but are not limited to: the inability to acquire eligible investments for a CDO issuance; interest rate fluctuations on variable-rate swaps entered into to hedge fixed-rate loans; the inability to find suitable replacement investments within reinvestment periods; and the negative impact on our cash flow that may result from the use of CDO financings with over-collateralization and interest coverage requirements; risks associated with investments in real estate generally and the properties which secure many of our investments; risks of investing in non-investment grade commercial real estate investments; general economic conditions and economic conditions in the real estate markets specifically, particularly as they affect the value of our assets and the credit status of our borrowers; dependence on our Advisor for all services necessary for our operations; conflicts which may arise among us and other entities affiliated with our Advisor that have similar investment policies to ours; and risks associated with the failure to qualify as a REIT. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this document. We expressly disclaim any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations with regard thereto or change in events, conditions, or circumstances on which any such statement is based.




 
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