FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Quarterly Report under Section 13 or 15(d) of
The Securities Exchange Act of 1934
For Quarter Ended April 30, 1998 Commission File Number 1-6309
--------------
URSTADT BIDDLE PROPERTIES INC.
------------------------------
(Exact Name of Registrant as Specified in Charter)
MARYLAND 04-2458042
- -------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
321 RAILROAD AVENUE, GREENWICH, CT 06830
- ---------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 863-8200
The number of shares of Registrant's common shares outstanding as of the close
of period covered by this report: 5,223,533
----------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
--- ---
THE SEC FORM 10-Q, FILED HEREWITH, CONTAINS 12 PAGES, NUMBERED CONSECUTIVELY
FROM 1 TO 12 INCLUSIVE, OF WHICH THIS PAGE IS 1.
1
<PAGE>
INDEX
URSTADT BIDDLE PROPERTIES INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Income--Three months ended April 30, 1998
and 1997, Six months ended April 30, 1998 and 1997
Consolidated Balance Sheets--April 30, 1998 and October 31, 1997.
Consolidated Statements of Cash Flows--Six months ended April 30, 1998
and 1997.
Consolidated Statements of Stockholders' Equity--Six months ended April
30, 1998 and 1997.
Notes to Consolidated Financial Statements.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
2
<PAGE>
URSTADT BIDDLE PROPERTIES INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
<TABLE>
<CAPTION>
APRIL 30 October 31
-------- ----------
ASSETS 1998 1997
---- ----
(unaudited)
<S> <C> <C>
Real Estate Investments:
Properties owned-- at cost, net of accumulated depreciation $74,612 $94,489
Properties available for sale - at cost, net of accumulated
depreciation and recoveries 44,246 22,327
Investment in unconsolidated joint venture 9,008 8,920
Mortgage notes receivable 2,656 3,605
-------- --------
130,522 129,341
-------- --------
Cash and cash equivalents 10,069 1,922
Interest and rent receivable 2,317 2,649
Deferred charges, net of accumulated amortization 2,405 2,468
Other assets 1,227 1,050
-------- --------
$146,540 $137,430
-------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Mortgage notes payable $20,073 $43,687
Accounts payable and accrued expenses 1,030 1,603
Deferred directors' fees and officers' compensation 597 550
Other liabilities 1,186 1,175
-------- --------
22,886 47,015
-------- --------
Minority Interest 2,125 2,125
Prefered Stock, par value $01 per share; 20,000,000 shares authorized:
8.99% Series B Senior Cumulative Preferred Stock (liquidation
preference of $100 per share); 350,000 shares issued and outstanding 33,462 -
Stockholders' Equity:
Excess stock, par value $.01 per share; 10,000,000 shares authorized;
none issued and outstanding - -
Common stock, par value $.01 per share; 70,000,000 shares authorized;
5,223,533 and 5,167,495 outstanding shares in 1998 and 1997, respectively 51 51
Additional paid in capital 118,886 117,763
Cumulative distributions in excess of net income (29,038) (28,530)
Unamortized restricted stock compensation and notes receivable
from officers/stockholders (1,832) (994)
------- -------
88,067 88,290
------- -------
$146,540 $137,430
======== ========
</TABLE>
The accompanying notes to consolidated financial statements
are an integral part of these statements.
3
<PAGE>
URSTADT BIDDLE PROPERTIES INC.
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(In thousands, except share data)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
April 30 April 30
---------------------------- --------------------
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES:
Operating leases $11,236 $12,952 $5,711 $4,692
Financing leases 177 237 89 118
Interest and other 845 646 617 487
Equity in income of unconsolidated 61 36 33 18
joint venture ------ ------ ----- -----
12,319 13,871 6,450 5,315
------ ------ ----- -----
OPERATING EXPENSES:
Property expenses 3,790 3,772 1,896 1,939
Interest 1,347 1,659 419 828
Depreciation and amortization 2,262 1,979 1,046 995
General and administrative expenses 986 678 463 187
Directors' fees and expenses 106 93 47 40
------ ------ ----- -----
8,491 8,181 3,871 3,989
------ ------ ----- -----
OPERATING INCOME 3,828 5,690 2,579 1,326
Minority interest in Results of
Consolidated Joint Venture 70 - 70 -
------ ------ ----- -----
NET INCOME 3,758 5,690 2,509 1,326
Preferred stock dividends (988) - (778) -
------ ------ ----- -----
NET INCOME APPLICABLE TO COMMON STOCKHOLDERS $2,770 $5,690 $1,731 1,326
====== ====== ===== =====
NET INCOME PER COMMON SHARE $.53 $1.12 $.33 $.26
====== ====== ===== =====
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING 5,209 5,098 5,220 5,097
====== ====== ===== =====
</TABLE>
The accompanying notes to consolidated financial
statements are an integral part of these
statements.
4
<PAGE>
URSTADT BIDDLE PROPERTIES INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands)
<TABLE>
<CAPTION>
Six Months Ended April 30,
--------------------------
1998 1997
---- ----
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $3,758 $5,690
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization 2,262 1,979
Compensation recognized relating to restricted stock 130 ---
Recovery of investment in properties owned
subject to financing leases 564 496
Equity in income of unconsolidated joint venture (61) (36)
(Increase) decrease in interest and rent receivable 332 200
(Decrease) increase in accounts payable and accrued expenses (526) 935
(Increase) decrease in other assets and other liabilities, net (165) (51)
------- ------
NET CASH PROVIDED BY OPERATING ACTIVITIES 6,294 9,213
------- ------
INVESTING ACTIVITIES:
Acquisitions of properties (3,535) (293)
Deposits on acquisitions (300) ---
Improvements to properties and deferred charges (968) (2,976)
Investment in unconsolidated joint venture (27) (170)
Payments received on mortgage notes receivable 949 51
Miscellaneous - -
------- ------
NET CASH (USED IN) INVESTING ACTIVITIES (3,881) (3,388)
------- ------
FINANCING ACTIVITIES:
Common dividends paid (3,278) (3,174)
Preferred dividends paid (988)
Proceeds from sales of additional common shares 152 465
Net proceeds from sale of preferred stock 33,462 ---
Purchases of common shares --- (15)
Payments on mortgage notes payable (23,614) (768)
------- ------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 5,734 (3,492)
------- ------
NET INCREASE IN CASH AND CASH EQUIVALENTS 8,147 2,333
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,922 1,819
------- ------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $10,069 $4,152
======= ======
</TABLE>
The accompanying notes to consolidated financial statements are
an integral part of these statements.
5
<PAGE>
URSTADT BIDDLE PROPERTIES INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(In thousands, except shares and per share data)
<TABLE>
<CAPTION>
Common Shares
----------------------------
Outstanding
Number of Additional
Common Par Paid In
Shares Value Capital
------ ----- -------
<S> <C> <C> <C>
BALANCES-- OCTOBER 31, 1996 5,346,081 -- $ 124,126
Net Income -- -- --
Cash dividends paid ($.62 per
share) -- -- --
Sale of additional common
shares under dividend
reinvestment plan 8,256 -- 144
Exercise of stock options 27,332 -- 321
Common Shares issued under
restricted stock plan 49,000 839
Deemed purchase
of common stock in connection
with organization of
unconsolidated joint venture (272,727) -- (4,295)
Purchase and retirement of
common shares (1,000) -- --
Reduction in Treasury Shares -- (3,507)
--------- --- ------
BALANCES - APRIL 30, 1997 5,156,942 --
========= === ======
BALANCES - OCTOBER 31, 1997 5,167,495 $51 $117,763
Net Income -- -- --
Cash dividends paid ($.64 per
share) -- -- --
Preferred stock
dividends declared -- -- --
Sale of -- -- --
additional common
shares under dividend
reinvestment plan 7,414 -- 140
Exercise of stock
options 874 -- 12
Common shares issued
under restricted stock
plan - net 47,750 -- 971
Unamortized
restricted stock
compensation -- --
----------- --- --
BALANCES - APRIL 30, 1998 5,223,533 $51 $118,886
=========== === ========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Unamortized
Restricted
(Cumulative Stock
Treasury Distributions Compensation Total
Shares at In Excess of and Notes Stockholders
Cost Net Income) Receivable Equity
------- ----------- ---------- ------
<S> <C> <C> <C> <C>
BALANCES-- OCTOBER 31, 1996 (3,492) $(30,668) $-- $ 89,966
Net Income -- 5,690 -- 5,690
Cash dividends
paid ($.62 per -- (3,174) -- (3,174)
share)
Sale of
additional common
shares under dividend -- -- 144
reinvestment plan
Exercise of stock options -- -- 321
Common Shares issued under
restricted stock plan 839
Deemed purchase
of common stock in connection
with organization of
unconsolidated
joint venture -- -- (4,295)
Purchase and retirement of
common shares (15) -- -- (15)
Reduction in Treasury Shares (3,507) -- -- --
------ ----------- ----------- -----------
BALANCES - APRIL 30, 1997 $ --- $ (28,152) $--- $ 89,476
====== =========== =========== ===========
BALANCES - OCTOBER 31, 1997 -- $ (28,530) $ (994) $ 88,290
Net Income -- 3,758 -- 3,758
Cash dividends
paid ($.64 per -- (3,278) -- (3,278)
share)
Preferred stock -- (988) -- (988)
dividends declared
Sale of
additional common
shares under dividend -- -- -- 140
reinvestment plan
Exercise of stock
options -- -- -- 12
Common shares
issued under
restricted stock -- -- -- 971
plan - net
Unamortized
restricted stock
compensation -- -- (838) (838)
------ ----------- ----------- -----------
BALANCES - APRIL 30, 1998 $ --- $ (29,038) $ (1,832) $ 88,067
====== =========== =========== ===========
</TABLE>
The accompanying notes to consolidated financial statements are
an integral part of these statements.
6
<PAGE>
URSTADT BIDDLE PROPERTIES INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Business and Organization
Urstadt Biddle Properties Inc.(formerly HRE Properties, Inc.), (the "Company")
is a real estate investment trust engaged in the acquisition, ownership and
management of commercial real estate, primarily neighborhood and community
shopping centers in the northeastern part of the United States. Other assets
include office and retail buildings and industrial properties. The Company's
major tenants include supermarket chains and other retailers who sell basic
necessities.
On March 11 1998, the stockholders of the Company approved an amendment to the
Articles of Incorporation of the Company to change the name of the Company from
HRE Properties, Inc. to Urstadt Biddle Properties Inc. effective March 12, 1998.
Basis of Presentation
The accompanying unaudited consolidated financial statements include the
accounts of the Company, its wholly-owned subsidiary, and joint ventures in
which the Company has the ability to control the affairs of the venture. All
significant intercompany transactions and balances have been eliminated. The
Company's investment in an unconsolidated joint venture in which it does not
exercise control is accounted for by the equity method of accounting. The
financial statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q and Article 10 of Regulation S-X. Certain information
and footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been omitted. In
the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Results of operations for the six-month period ended April 30, 1998 are not
necessarily indicative of the results that may be expected for the year ending
October 31, 1998. It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto included in the
Company's annual report for the fiscal year ended October 31, 1997.
Preferred Stock
The Company is authorized to issue up to 20,000,000 shares of preferred stock.
In January 1998, the Company completed a private placement of 350,000 shares of
8.99% Series B Senior Cumulative Preferred Stock, par value $.01 per share, with
a liquidation preference of $100 per share ("Series B Preferred Stock"). Holders
of the Series B Preferred Stock are entitled to receive cumulative preferential
cash dividends equal to 8.99% per annum, payable quarterly in arrears and
subject to adjustment under certain circumstances.
The Series B Preferred Stock has no stated maturity, will not be subject to any
sinking fund or mandatory redemption and will not be convertible into other
securities or property of the Company. On or after January 8, 2008, the Series B
Preferred Stock may be redeemed by the Company at its option, in whole or in
part, at a redemption price of $100 per share, plus all
7
<PAGE>
accrued but unpaid dividends. Upon a Change in Control of the Company (as
defined), (i) each holder of Series B Preferred Stock shall have the right, at
such holder's option, to require the Company to repurchase all or any part of
such holder's Series B Preferred Stock for cash at a repurchase price of $100
per share, plus all accrued and unpaid dividends, and (ii) the Company shall
have the right, at the Company's option, to redeem all or any part of the Series
B Preferred Stock at (a) prior to January 8, 2008, the Make-Whole Price (as
defined) and (b) on or subsequent to January 8, 2008, the redemption price of
$100 per share, plus all accrued and unpaid dividends.
The Series B Preferred Stock also contains covenants which require the Company
to maintain certain financial coverages relating to fixed charge and
capitalization ratios. Shares of the Series B Preferred Stock are non-voting;
however, under certain circumstances (relating to non-payment of dividends or
failure to comply with the financial covenants) the preferred stockholders will
be entitled to elect two directors.
Stockholders Equity
The Company has a Restricted Stock Plan (Plan) providing for the grant of
restricted stock awards to key employees of the Company. The Plan allows for
restricted stock awards of up to 250,000 common shares of the Company. During
the first quarter of fiscal 1998, the Company awarded 51,250 restricted shares
to certain key employees as an incentive for future services. The shares vest
over five years. Dividends are paid on shares when declared. The market value of
shares awarded has been recorded as unamortized restricted stock compensation
and is shown as a separate component of stockholders' equity. Unearned
restricted stock compensation is being amortized to expense over the five year
vesting period.
Properties Owned
In March 1998, the Company purchased a mixed use property for a purchase price
of $3,100,000.
Mortgage Notes Payable and Lines of Credit
During fiscal 1998, the Company fully repaid two mortgage notes payable totaling
$23,469,000.
In June 1998, the Company amended its $5 million unsecured revolving credit
agreement with a bank to increase the facility to $15 million and extend the
maturity date to September 1999.
Commitments
The Company has contracted to purchase a mixed use property for a purchase price
of $4,665,000.
The Company has contracted to sell a retail property at a sale price of
$23,500,000 net of estimated expenses of $500,000 which is in excess of its net
carrying value.
8
<PAGE>
PART I - FINANCIAL INFORMATION (continued)
Item 2 Management's Discussion and Analysis of Financial Condition and Results
of Operations
Liquidity and Capital Resources
The Company's liquidity and capital resources include its cash and cash
equivalents, funds available from bank borrowings and long-term mortgage debt,
capital financings and sales of real estate investments. The Company meets its
liquidity requirements primarily by generating cash from the operations of its
properties. Payments of expenses related to real estate operations, capital
improvement programs, debt service, management and professional fees, and
dividend requirements place demands on the Company's liquidity.
The Company believes that the financial resources currently available to it are
sufficient to meet all of its known obligations and commitments and to make
additional real estate investments when appropriate opportunities arise. At
April 30, 1998, the Company had cash and cash equivalents of $10 million
compared to $1.9 million at October 31, 1997. The Company also has $25 million
in unsecured lines of credit with two major commercial banks. The credit lines
are available to finance the acquisition, management or development of
commercial real estate and for working capital purposes. The credit lines expire
at various periods through 1999 and outstanding borrowings, if any, may be
repaid from proceeds of debt refinancings or sales of properties. In June 1998,
the Company increased one of its credit lines from $5 million to $15 million to
provide greater financial flexibility in its property acquisition program. At
April 30, 1998, there were no outstanding borrowings under existing lines of
credit and long-term debt consisted of mortgage notes payable totaling $20
million, of which $.9 million in principal payments are due in the next twelve
months.
In January 1998, the Company sold a $35 million, 8.99% Series B Senior
Cumulative Preferred Stock issue in a private placement to institutional
investors, realizing net proceeds of $33.5 million (after deducting expenses of
the offering). A portion of the net proceeds of the offering were used to repay
approximately $23.5 million of mortgage notes payable and to complete a property
acquisition of $3.1 million. The Company intends to use the balance of offering
proceeds to make additional acquisitions of property.
The Company makes real estate investments periodically. During the first six
months of fiscal 1998, the Company acquired two properties for total
consideration of $3.6 million. One of the properties acquired is a retail
property located adjacent to the Company's Springfield, Massachusetts property.
The property was acquired for a purchase price of $475,000. The second property,
a 19,000 square foot mixed use property located in Greenwich, Connecticut, was
acquired for a purchase price of $3.1 million. At April 30 1998, the Company was
in contract to purchase a mixed use property for a purchase price of $4.6
million. The Company expects to utilize available cash resources to acquire the
property.
The Company has contracted to sell a 300,000 square foot retail property at a
sale price of $23.8 million (net of estimated selling costs of $200,000).
9
<PAGE>
Funds from Operations
Funds from Operations (FFO) is defined as net income available to common
stockholders (computed in accordance with generally accepted accounting
principles), excluding gains (or losses) from debt restructuring and sales of
properties, plus depreciation and amortization, the elimination of significant
non-recurring items and after adjustments for unconsolidated joint ventures. The
Company believes the level of FFO to be an appropriate supplemental financial
measure of its operating performance. FFO does not represent cash flows from
operations as defined by generally accepted accounting principles, is not
indicative that cash flows are adequate to fund all cash needs and is not
considered to be an alternative to net income. Since FFO is a supplemental
measure of a real estate company's operating performance such measurement may
not be comparable with those of other companies. The Company considers
recoveries of investment in properties which are subject to financing leases to
be analogous to amortization for purposes of calculating FFO. In the six-month
period ended April 30, 1998, Funds from Operations increased 7.5% to $5,341,000
from $4,966,000 in the year ago period. The improvement results from, among
other things, recent acquisitions and new leasing of space completed last year
at certain of the Company's properties, the effect of which is reflected this
year.
A reconciliation of net income applicable to common stockholders to Funds from
Operations is as follows:
<TABLE>
<CAPTION>
SIX MONTHS ENDED APRIL 30, 1998 1997
- -------------------------- ---- ----
(amounts in thousands)
<S> <C> <C>
Net income applicable to common stockholders $2,770 $5,690
Add: Depreciation and amortization of real estate assets 2,615 2,339
Adjustments for unconsolidated joint venture 359 297
Less: Non-recurring items* - net (403) (3,360)
---- ------
FUNDS FROM OPERATIONS $5,341 $4,966
====== ======
</TABLE>
*1997 amount Includes $3.25 million settlement received from one of the
Company's tenants (see Results of Operations)
Results of Operations
Revenues
Operating lease income for the three month period ended April 30, 1998 increased
by 21.7% from the comparable period in fiscal 1997. The increase in lease
revenues is the result of, among other things, new leasing of space at certain
of the Company's properties last year, the effect of which is reflected this
year and $412,000 in rental income from three properties acquired in late fiscal
1997 and 1998. Operating lease income for properties owned during both the first
half of fiscal 1998 and 1997 increased by 6% compared to the same period last
year. For the first six months if fiscal 1997, lease revenues included
additional percentage rentals of $3,250,000 received in settlement of a dispute
with one of the Company's tenants. In accordance with the terms of its lease,
the tenant was required to aggregate the sales of all its stores within a
specified radius when computing percentage rent due the Company.
Interest income increased in fiscal 1998 from the reinvestment of a portion of
the net proceeds from the sale of a preferred stock issue in short-term
investments.
10
<PAGE>
A mortgage note receivable in the carrying amount of $898,000 was repaid during
the second quarter of fiscal 1998 resulting in additional interest of $278,000.
Expenses
Total expenses amounted to $8,491,000 in the first six-months of fiscal 1998
compared to $8,181,000 for the same period last year. The largest expense
category is property expenses of the Company's real estate operating properties.
Property expenses for properties owned in both fiscal 1998 and 1997 decreased by
7.5% in the first six months of fiscal 1998 from lower repairs and maintenance
costs at several of the Company's retail properties. Property expenses for newly
acquired properties added approximately $200,000 of additional expenses in the
first half of fiscal 1998.
Interest expense decreased by $409,000 and $312,000 in the three month and six
month periods ended April 30, 1998, respectively from the repayment of
$23,469,000 of mortgage notes payable during fiscal 1998.
Depreciation and amortization expense increased in the first half of fiscal 1998
principally from depreciation on newly acquired properties.
General and administrative expenses increased in fiscal 1998 from higher
executive compensation expense in connection with the Company's stock-based
compensation programs and higher professional fees incurred in connection with
the Company's change of name.
11
<PAGE>
PART II - OTHER INFORMATION
Item 4. Submission of Matter to a Vote of Security Holders.
(a) The date of the Annual meeting was March 11, 1998,
(b) Stockholders voted on the following proposals.
(Diamond) To consider and vote upon a proposal to amend the
Company's Articles of Incorporation to change the name of the
Registrant from HRE Properties, Inc. to Urstadt Biddle
Properties Inc.;
4,289,209 common shares were voted in the affirmative;
291,222 common shares were voted against; and 36,708 common
shares abstained in vote.
(Diamond) To ratify the appointment of Arthur Andersen LLP as
the independent auditors of the Registrant;
4,561,562 common shares were voted in the affirmative; 37,813
common shares were voted against; and 17,764 common shares
abstained in vote.
Item 6 Exhibits and Reports on Form 8-K
The Registrant filed with the Commission a Current Report on
Form 8K dated March 11, 1998. Such report referred under Item
5 to a change in the corporate name of the Registrant
approved by the Registrant's stockholders at the Annual
Meeting of Stockholders held on March 11, 1998.
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
URSTADT BIDDLE PROPERTIES INC.
(Registrant)
By: /S/ Charles J. Urstadt
--------------------------
Charles J. Urstadt
Chairman and
Chief Executive Officer
By: /S/ James R. Moore
--------------------------
James R. Moore
Executive Vice President/
Chief Financial Officer
(Principal Financial Officer
Dated: June 12, 1998 and Principal Accounting Officer)
12
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1998
<PERIOD-START> NOV-01-1997
<PERIOD-END> APR-30-1998
<EXCHANGE-RATE> 1
<CASH> 10,069,000
<SECURITIES> 0
<RECEIVABLES> 2,317,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 144,459,000
<DEPRECIATION> (25,601,000)
<TOTAL-ASSETS> 146,540,000
<CURRENT-LIABILITIES> 1,030,000
<BONDS> 20,073,000
33,462,000
0
<COMMON> 118,937,000
<OTHER-SE> (30,870,000)
<TOTAL-LIABILITY-AND-EQUITY> 146,540,000
<SALES> 0
<TOTAL-REVENUES> 12,319,000
<CGS> 0
<TOTAL-COSTS> 3,790,000
<OTHER-EXPENSES> 3,354,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,347,000
<INCOME-PRETAX> 2,770,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 2,770,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,770,000
<EPS-PRIMARY> .53
<EPS-DILUTED> .53
</TABLE>
