-----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, SarXtYbK/oTiBAKZXR7M0/zwPISZHziAqjyXUcVH73nFDZ7VxG025nSR7DkPrUFF +ZY1Zlc6W2ZOr6ZEwf+x0g== 0000950124-03-001336.txt : 20030422 0000950124-03-001336.hdr.sgml : 20030422 20030422151415 ACCESSION NUMBER: 0000950124-03-001336 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030422 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AGREE REALTY CORP CENTRAL INDEX KEY: 0000917251 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 383148187 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12928 FILM NUMBER: 03658316 BUSINESS ADDRESS: STREET 1: 31850 NORTHWESTERN HGWY CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 BUSINESS PHONE: 8107374190 MAIL ADDRESS: STREET 1: 31850 NORTHWESTERN HIGHWAY CITY: FARMINGTON HILLS STATE: MI ZIP: 48334 8-K 1 k76366e8vk.txt CURRENT REPORT 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: APRIL 22, 2003 AGREE REALTY CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) MARYLAND (State of other jurisdiction of (Commission File Number) incorporation or organization) 1-12928 31850 Northwestern Highway 38-3148187 Farmington Hills, MI 48334 (I.R.S. Employer (Address of principal executive offices) identification No.) (Registrant's telephone number, including area code) (248) 737-4190 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits Exhibit 99.1 - Press Release issued by Agree Realty Corporation, dated April 22, 2003. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION The information under this caption is furnished by Agree Realty Corporation (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 April 22, 2003, the Company issued a press release describing its results of operations for the first quarter ended March 31, 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 (Income before minority interest) 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. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned, thereunto duly authorized. AGREE REALTY CORPORATION /s/ Kenneth R. Howe --------------------------------------- Vice President, Finance, Chief Financial Officer DATED: April 22, 2003 EXHIBIT INDEX Exhibit Number Description 99.1 Press Release of Agree Realty Corporation dated April 22, 2003 EX-99.1 3 k76366exv99w1.txt PRESS RELEASE DATED 4/22/03 EXHIBIT 99.1 PRESS RELEASE -- FOR IMMEDIATE RELEASE CONTACT: Kenneth R. Howe, Chief Financial Officer (248) 737-4190 AGREE REALTY CORPORATION REPORTS FIRST QUARTER OPERATING RESULTS FIRST QUARTER HIGHLIGHTS: FINANCIAL INFORMATION o DILUTED FFO PER SHARE OF $0.71 o 11.3% INCREASE ON A FFO PER SHARE BASIS o 15.5% INCREASE IN NET INCOME o 13.8% INCREASE IN REVENUES o $0.48 PER SHARE REGULAR QUARTERLY DIVIDEND DECLARED MARCH 10, 2003 FARMINGTON HILLS, MI (April 22, 2003) - Agree Realty Corporation (NYSE: ADC) today announced results for the quarter ended March 31, 2003. For the first quarter, funds from operations increased 13.3% to $3,637,000 compared with funds from operations in the first quarter of 2002 of $3,209,000. Diluted funds from operations per share increased 11.3% to $0.71 per share compared with $0.63 per share for the first quarter of 2002. Net income increased 15.5% to $2,244,000, or $0.50 per share on a diluted basis, compared with net income for the first quarter of 2002 of $1,942,000, or $0.44 per share. Total revenues increased 13.8% to $7,019,000, compared with total revenues of $6,170,000 in the first quarter of 2002. DIVIDEND The Company paid a cash dividend of $0.48 per share on April 15, 2003 to shareholders of record on March 28, 2003. The dividend is equivalent to an annualized dividend of $1.92 per share and represents a payout ratio of 69% of funds from operations for the quarter, down from 73% for the first quarter of 2002. FINANCING During the first quarter the Company acquired the interest of its joint venture partner in a single tenant property. The property is located in Ann Arbor, Michigan, contains approximately 460,000 square feet of gross leasable area and is leased to Borders, Group, Inc., for their headquarters. The cost of the acquisition was approximately $7.7 million and was financed with a 20 year self amortizing mortgage, at a rate of 6.50%. GENERAL Agree Realty Corporation has a portfolio of 49 properties, with approximately 3.7 million square feet of gross leasable area, located in Michigan, California, Florida, Indiana, Illinois, Kansas, Kentucky, Maryland, Nebraska, Ohio, Oklahoma, Pennsylvania and Wisconsin. Headquartered in Farmington Hills, Michigan, Agree is a fully integrated, self-administered, publicly-traded real estate investment trust (REIT) which owns, develops, acquires, manages and leases community shopping centers and single tenant properties. Agree Realty Corporation considers portions of the information contained in this release to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 27E of the Securities Exchange Act of 1934, both as amended, with respect to the Company's expectation for future periods. Such statements are, by their nature, subject to certain risks and uncertainties. The Company cautions that, as a result of a number of factors, actual results could differ materially from those set forth in this presentation. Other risks, uncertainties and factors that could cause actual results to differ materially than those projected are detailed from time to time in reports filed by the Company with the Securities and Exchange Commission, including Forms 8-K, 10-Q and 10-K. For additional information, visit the Company's home page on the Internet at http://www.agreerealty.com AGREE REALTY CORPORATION 31850 Northwestern Highway Farmington Hills, MI 48334 (248) 737-4190 Agree Realty Corporation Operating Results (in thousands, except per share amounts) (Unaudited)
Three months ended March 31, ------------------------- 2003 2002 ------------------------- REVENUE Basic rental $ 6,212 $ 5,477 Percentage rent 41 35 Operating cost reimbursements 764 654 Management fees and other 2 4 ------------------------- Total Revenue 7,019 6,170 ------------------------- EXPENSES Real estate taxes 506 441 Property operating expenses 662 549 Land lease payments 185 185 General and administrative 557 475 Depreciation and amortization 1,063 979 Interest expense 1,584 1,478 ------------------------- Total Expenses 4,557 4,107 ------------------------- Other income 119 174 ------------------------- Income before minority interest 2,581 2,237 Minority interest expense 337 295 ------------------------- Net Income $ 2,244 $ 1,942 ========================= Net Income per share $ 0.50 $ 0.44 ========================= RECONCILIATION OF FUNDS FROM OPERATIONS TO INCOME BEFORE MINORITY INTEREST Income before minority interest $ 2,581 $ 2,237 Depreciation of real estate assets 1,042 955 Amortization of leasing costs 14 17 ------------------------- Funds from Operations $ 3,637 $ 3,209 ========================= Weighted average number of shares and "OP" Units outstanding 5,153 5,120 =========================
Agree Realty Corporation Consolidated Balance Sheets (in thousands) (Unaudited)
March 31, Dec 31, 2003 2002 ------------------------------- ASSETS Real estate investments, at cost $ 219,596 $ 210,986 Accumulated depreciation (38,493) (37,456) Cash and cash equivalents 185 1,096 Rents receivable 386 784 Investments in and advances to unconsolidated entities 275 315 Deferred costs, net of amortization 1,376 1,425 Other assets 960 1,012 ----------------------------- TOTAL ASSETS $ 184,285 $ 178,162 ============================= LIABILITIES AND STOCKHOLDERS' EQUITY Mortgages payable $ 78,701 $ 71,589 Construction loans 5,599 5,612 Notes payable 37,658 38,083 Other liabilities 3,653 4,468 ----------------------------- TOTAL LIABILITIES 125,611 119,752 ----------------------------- TOTAL MINORITY INTEREST 5,801 5,787 ----------------------------- Common stock 1 1 Additional paid-in capital 65,027 64,507 Accumulated deficit (11,042) (11,136) Unearned compensation (1,113) (749) ----------------------------- TOTAL STOCKHOLDERS' EQUITY 52,873 52,623 ----------------------------- $ 184,285 $ 178,162 =============================
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