<PAGE>
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 (Date of earliest event reported) : November 10, 1998
CALPROP CORPORATION
(Exact name of registrant as specified in its charter)
California 1-6844 95-4044835
- ------------------------------- ------------------------ ----------------
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
13160 Mindanao Way, Suite 180, Marina Del Rey, California 90292
- ------------------------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (310) 306-4314
--------------
Not Applicable
(Former name, former address and former fiscal year, if changed since
last report.)
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ITEM 5. OTHER EVENTS.
On November 10, 1998, Calprop Corporation issued a press release
announcing its results of operations for the quarter and the nine months
ended September 30, 1998 and discussing certain other matters. The press
release is filed as an exhibit hereto.
ITEM 7. EXHIBITS.
The following exhibits are filed with this current report on Form 8 - K:
Exhibit No. Description
----------- -----------
99 Press Release dated November 10, 1998 issued by Calprop
Corporation
SIGNATURES
----------
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.
CALPROP CORPORATION
By: /s/ MARK F. SPIRO
---------------------------------------
Mark F. Spiro
Vice President/Secretary/Treasurer
(Chief Financial and Accounting Officer)
November 10, 1998
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<PAGE>
RELEASE UPON VERBAL APPROVAL
Tuesday, November 10, 1998
CALPROP REPORTS THIRD QUARTER RESULTS
Company Reports $2.9 million in Profits in the Third Quarter
MARINA DEL REY, CA, NOVEMBER 10, 1998 -- Calprop Corporation (OTCBB:CLPO), a
California and Colorado home builder, in reporting financial results for the
three and nine month periods ended September 30, 1998, today reported that it
has earned a net profit from operations for both the three and nine month
periods ended September 30, 1998.
"For both the three and nine month periods ended September 30, 1998,
Calprop recognized a profit from operations. This is our second profitable
quarter in succession as the Northern and Southern California markets
continue to provide robust housing sales. Though we closed 60 units this
quarter, our total units in backlog remain high at 138 units, $29,835,000, up
343.0% from 36 units, $6,735,000 a year ago. This backlog and the
commencement of the development of two projects in the last ninety days is
the impetus for recognizing the $2,330,000 in benefit for income taxes," said
Victor Zaccaglin, Calprop s chairman and chief executive officer.
"In a return to our apartment development roots, we have entered into
escrow to acquire three properties which we plan on developing apartment
housing. These properties are located in San Luis Obispo, Milpitas and San
Diego, California. Calprop plans on starting construction on these projects
in mid-to-late 1999. We look forward to having an income stream generated
from apartment holdings," Zaccaglin said.
For the third quarter, Calprop's revenues were $12.0 million, an
increase of $6.9 million or 135.0% from $5.1 million of revenues in the third
quarter a year ago. Income from development operations was $1,122,684 for
the third quarter, up $1,090,613 or 3400.6% compared to the $32,071 in the
same quarter in the prior year. Net income for the third quarter of 1998 was
$2,896,652 or $0.27 per share on 10,607,036 weighted average shares and
common stock equivalents, compared with a net loss of ($325,344), or ($0.04)
per share on 9,222,785 weighted average shares and common stock equivalents,
in the same quarter a year ago. The improved results were primarily driven
by an increase in construction gross margin and the recognition of $2,330,000
in benefit for income taxes.
For the year-to-date period, revenues were $22.5 million, up 16.1% from
$19.3 million in 1997. Income from development operations was $1,740,173 for
the nine months ended September 30, 1998, up $1,674,433 or 2547.1% compared
to $65,740 the same period in the prior year. The company reported net
income of $2,508,156, or $0.24 per share on 10,310,044 weighted average
shares and common stock equivalents, for the nine months ended September 30,
1998, compared with a net loss of $1,335,220, or ($0.11) per share on
9,223,671 weighted average shares and common stock equivalents, in the same
period in 1997. The improved results were primarily driven by an increase in
contribution margin to 7.75% up from 0.34% during the same period in the
prior year and the recognition of $2,330,000 in benefit for income taxes.
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<PAGE>
Calprop Corporation, based in Marina Del Rey, California, builds quality
homes in some of the most desirable communities in both Northern and Southern
California as well as in the Denver corridor in Colorado. The company's
common stock is traded on the OTCBB under the symbol CLPO.
- tables follow -
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CALPROP CORPORATION
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
------------- ------------
<S> <C> <C>
ASSETS:
Real estate development 37,193,479 26,325,978
Investment in land 2,975,982 2,975,982
------------- ------------
Total investment in real estate 40,169,461 29,301,960
Other assets:
Cash and cash equivalents 4,355,342 1,100,028
Prepaid expenses 34,723 23,149
Deferred and other assets 2,969,387 531,665
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Total other assets 7,359,452 1,654,842
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Total assets 47,528,913 30,956,802
------------- ------------
------------- ------------
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LIABILITIES AND STOCKHOLDERS EQUITY:
Trust deeds and notes payable 18,176,894 6,713,809
Related party notes 15,125,955 12,718,829
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Total trust deeds and notes payable 33,302,849 19,432,638
Community facilities district special tax bonds 2,336,544 2,336,544
Accounts payable and accrued liabilities 5,843,354 3,954,885
Warranty reserves 274,015 288,278
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Total liabilities 41,756,762 26,012,345
Minority interest 200,746 2,187,847
Stockholders' equity:
Common stock, no par value
Authorized -- 20,000,000 shares
Issued and outstanding -- 10,154,785 and
9,304,785 shares at September 30, 1998 and
December 31, 1997, respectively 10,154,785 9,304,785
Additional paid-in capital 25,791,358 25,886,906
Deferred compensation (106,595) (106,595)
Notes receivable from common stock sale (447,813) --
Accumulated deficit (29,820,330) (32,328,486)
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Total stockholders' equity 5,571,405 2,756,610
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Total liabilities and stockholders' equity 47,528,913 30,956,802
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</TABLE>
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<PAGE>
CALPROP CORPORATION
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------- -------------------------
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Development operations:
Real estate sales 12,020,548 5,114,792 22,458,812 19,345,274
Cost of real estate sales 10,897,864 5,082,721 20,718,639 19,279,534
---------- ---------- ---------- ----------
Income from development operations 1,122,684 32,071 1,740,173 65,740
Other income 12,181 27,080 59,532 62,412
Other expenses:
General and administrative expenses 453,301 222,040 1,285,798 1,025,882
Interest expense 23,260 122,677 129,313 250,769
Investment property holding costs -- 34,638 -- 185,838
---------- ---------- ---------- ----------
Total other expenses 476,561 379,355 1,415,111 1,462,489
Minority interests 91,652 5,140 206,438 883
Income (loss) before benefit for income taxes 566,652 (325,344) 178,156 (1,335,220)
Benefit for income taxes (2,330,000) -- (2,330,000) --
---------- ---------- ---------- ----------
Net income (loss) 2,896,652 (325,344) 2,508,156 (1,335,220)
---------- ---------- ---------- ----------
Basic and diluted net income (loss) per share $0.27 ($0.04) $0.24 ($0.14)
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
Weighted average number of common
shares and common stock equivalents
adjusted for stock dividends 10,607,036 9,222,785 10,310,044 9,223,671
UNITS
single family 60 20 112 53
townhomes 0 4 0 31
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Total 60 24 112 84
</TABLE>
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