-----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, KZ0+uW/fRp+1w6weg+zkhVvxEt32WtGcY24x4ASzYTuBmWqwHwetqusSx25HZViM Wwa4AjwbFqRTiyz4XkXwrA== 0000950124-03-002417.txt : 20030724 0000950124-03-002417.hdr.sgml : 20030724 20030724095050 ACCESSION NUMBER: 0000950124-03-002417 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030724 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030724 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: 03799584 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 k78349e8vk.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: JULY 24, 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 July 24, 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 July 24, 2003, the Company issued a press release describing its results of operations for the second quarter ended June 30. 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: July 24, 2003 EXHIBIT INDEX Exhibit Number Description 99.1 Press Release of Agree Realty Corporation dated July 24, 2003 EX-99.1 3 k78349exv99w1.txt PRESS RELEASE DATED JULY 24, 2003 PRESS RELEASE - FOR IMMEDIATE RELEASE CONTACT: Kenneth R. Howe, Chief Financial Officer (248) 737-4190 AGREE REALTY CORPORATION REPORTS SECOND QUARTER OPERATING RESULTS SECOND QUARTER 2003 HIGHLIGHTS: FINANCIAL INFORMATION o Diluted FFO per share of $0.73 o 10.8% increase in Funds from Operations o 11.9% increase in net income o 13.9% increase in revenues o $0.485 per share regular quarterly dividend declared June 16, 2003 FARMINGTON HILLS, MI (July 24, 2003) - Agree Realty Corporation (NYSE: ADC) today announced results for the quarter ended June 30, 2003. For the second quarter, funds from operations increased 10.8% to $3,784,000 compared with funds from operations in the second quarter of 2002 of $3,415,000. Diluted funds from operations per share increased 7.4% to $.73 per share compared with $0.68 per share for the second quarter of 2002. Net income increased 11.9% to $2,374,000, or $0.53 per share on a diluted basis, compared with net income for the second quarter of 2002 of $2,121,000, or $0.48 per share. Total revenues increased 13.9% to $7,086,000, compared with total revenues of $6,199,000 in the second quarter of 2002. For the six months ended June 30, 2003, funds from operations increased 12.0% to $7,421,000 compared with funds from operations for the six months ended June 30, 2002 of $6,624,000. Diluted funds from operations per share increased 9.1% to $1.44 per share compared with $1.32 per share for the six months ended June 30, 2002. Net income increased 13.7% to $4,618,000, or $1.03 per share on a diluted basis, compared with net income for the comparable period last year of $4,063,000, or $0.91 per share. Total revenues increased 14.0% to $14,105,000, compared with total revenues of $12,368,000 for the comparable period last year. DIVIDEND The Company paid a cash dividend of $0.485 per share on July 15, 2003 to shareholders of record on June 30, 2003. The dividend is equivalent to an annualized dividend of $1.94 per share and represents a payout ratio of 66.4% of funds from operations for the quarter, down from 67.7% for the second quarter of 2002. FINANCING In the second quarter of 2003 we extended the term of our $5 million line of credit with Standard federal Bank to April 30, 2004 PORTFOLIO RESULTS At June 30, 2003, Agree Realty Corporation's total assets were $184.1 million. At quarter-end the Company's portfolio consisted of 49 properties totaling 3.7 million square feet located in 13 states. The portfolio is 97% leased. 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 SIX MONTHS ENDED JUNE 30, JUNE 30, ------------------------------------------------------ 2003 2002 2003 2002 ------------------------------------------------------ REVENUE Basic rental $ 6,299 $ 5,565 $12,511 $11,042 Percent rent 10 8 51 44 Operating cost reimbursements 777 625 1,541 1,278 Management fees and other - 1 2 4 ------------------------------------------------------ TOTAL REVENUE 7,086 6,199 14,105 12,368 ------------------------------------------------------ EXPENSES Real estate taxes 525 454 1,031 895 Property operating expenses 457 278 1,119 826 Land lease payments 185 185 369 369 General and administrative 566 488 1,123 964 Depreciation and amortization 1,060 980 2,123 1,959 Interest expense 1,675 1,546 3,259 3,023 ------------------------------------------------------ TOTAL EXPENSES 4,468 3,931 9,024 8,036 ------------------------------------------------------ Other income 113 174 231 347 ------------------------------------------------------ INCOME BEFORE MINORITY INTEREST 2,731 2,442 5,312 4,679 Minority interest 357 321 694 616 ------------------------------------------------------ NET INCOME $ 2,374 $ 2,121 $ 4,618 $ 4,063 ====================================================== NET INCOME PER SHARE $ 0.53 $ 0.48 $ 1.03 $ 0.91 ====================================================== RECONCILIATION OF FUNDS FROM OPERATIONS TO NET INCOME BEFORE MINORITY INTEREST Net income before minority interest $ 2,731 $ 2,442 $ 5,312 $ 4,679 Depreciation of real estate assets 1,039 956 2,080 1,911 Amortization of leasing costs 14 17 29 34 ------------------------------------------------------ FUNDS FROM OPERATIONS $ 3,784 $ 3,415 $ 7,421 $ 6,624 ====================================================== FUNDS FROM OPERATIONS PER SHARE $ 0.73 $ 0.68 $ 1.44 $ 1.32 ====================================================== Weighted average number of shares and "OP" Units outstanding 5,153 5,120 5,153 5,120 ======================================================
Agree Realty Corporation Consolidated Balance Sheets (in thousands) (Unaudited)
June 30, Dec 31, 2003 2002 ------------------------------------------- ASSETS Real estate investments, at cost $ 220,484 $ 210,986 Accumulated depreciation (39,527) (37,456) Cash and cash equivalents 201 1,096 Accounts receivable 416 785 Investments in and advances to unconsolidated entities 272 315 Deferred costs, net of amortization 1,322 1,425 Other assets 950 1,011 ------------------------------------------- TOTAL ASSETS $ 184,118 $ 178,162 =========================================== LIABILITIES AND STOCKHOLDERS' EQUITY Mortgages payable $ 78,072 $ 71,589 Construction loans 5,585 5,612 Notes payable 37,458 38,083 Other liabilities 4,005 4,468 ------------------------------------------- TOTAL LIABILITIES 125,120 119,752 ------------------------------------------- TOTAL MINORITY INTEREST 5,831 5,787 ------------------------------------------- Common stock 1 1 Additional paid-in capital 65,027 64,507 Accumulated deficit (10,840) (11,136) Unearned compensation (1,021) (749) ------------------------------------------- TOTAL STOCKHOLDERS' EQUITY 53,167 52,623 ------------------------------------------- $ 184,118 $ 178,162 ===========================================
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