SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 2000 Commission file number 0-3576
COUSINS PROPERTIES INCORPORATED
A GEORGIA CORPORATION
I.R.S. EMPLOYER IDENTIFICATION NO. 58-0869052
2500 WINDY RIDGE PARKWAY
ATLANTA, GEORGIA 30339-5683
TELEPHONE: 770-955-2200
Registrant 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, and
has been subject to such filing requirements for the past 90 days.
At October 31, 2000, 49,023,188 shares of common stock of the Registrant
were outstanding.
<PAGE>
COUSINS PROPERTIES INCORPORATED AND CONSOLIDATED ENTITIES
CONSOLIDATED BALANCE SHEETS
($ in thousands, except share amounts)
September 30, December 31,
2000 1999
------------ ------------
(Unaudited)
ASSETS
------
PROPERTIES:
Operating properties, net of accumulated
depreciation of $59,245 as of September
30, 2000 and $35,929 as of December 31, 1999 $ 586,448 $365,976
Land held for investment or future development 15,334 14,126
Projects under construction 203,971 348,065
Residential lots under development 4,518 4,687
---------- --------
Total properties 810,271 732,854
CASH AND CASH EQUIVALENTS, at cost which
approximates market 1,562 1,473
NOTES AND OTHER RECEIVABLES 38,323 37,303
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES 167,670 151,737
OTHER ASSETS 12,688 9,558
---------- --------
TOTAL ASSETS $1,030,514 $932,925
========== ========
LIABILITIES AND STOCKHOLDERS' INVESTMENT
----------------------------------------
NOTES PAYABLE $ 392,792 $312,257
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 40,444 34,820
DEPOSITS AND DEFERRED INCOME 2,139 864
---------- --------
TOTAL LIABILITIES 435,375 347,941
---------- --------
DEFERRED GAIN 112,511 115,576
---------- --------
MINORITY INTERESTS 30,760 31,689
---------- --------
COMMITMENTS AND CONTINGENT LIABILITIES
STOCKHOLDERS' INVESTMENT:
Common stock, $1 par value, authorized
150,000,000 shares; issued 48,933,188
shares as of September 30, 2000 and
32,328,135 shares as of December 31, 1999 48,933 32,328
Additional paid-in capital 250,941 256,988
Treasury stock at cost, 153,600 shares as
of September 30, 2000 and December 31, 1999 (4,990) (4,990)
Unrealized gain/(loss) on securities (566) -
Cumulative undistributed net income 157,550 153,393
---------- --------
TOTAL STOCKHOLDERS' INVESTMENT 451,868 437,719
---------- --------
TOTAL LIABILITIES AND STOCKHOLDERS'
INVESTMENT $1,030,514 $932,925
========== ========
The accompanying notes are an integral part of these consolidated balance
sheets.
<PAGE>
COUSINS PROPERTIES INCORPORATED AND CONSOLIDATED ENTITIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
(In thousands, except per share amounts)
Three Months Ended Nine Months Ended
September 30, September 30,
------------------ -----------------
2000 1999 2000 1999
------- ------- -------- -------
REVENUES:
Rental property revenues $30,216 $16,389 $ 80,465 $41,021
Development income 1,048 1,392 3,221 4,526
Management fees 1,219 1,181 3,670 3,542
Leasing and other fees 139 399 1,254 2,698
Residential lot and outparcel sales 3,011 6,032 8,921 13,683
Interest and other 1,702 1,044 4,299 2,738
------- ------- -------- -------
37,335 26,437 101,830 68,208
------- ------- -------- -------
INCOME FROM UNCONSOLIDATED JOINT VENTURES 5,360 4,647 13,644 14,146
------- ------- -------- -------
COSTS AND EXPENSES:
Rental property operating expenses 8,340 5,203 22,948 12,231
General and administrative expenses 4,915 3,176 14,375 10,209
Depreciation and amortization 8,711 5,003 23,152 10,829
Stock appreciation right expense 318 19 684 155
Residential lot and outparcel cost
of sales 2,102 5,299 7,269 11,447
Interest expense 4,474 - 7,969 430
Property taxes on undeveloped land 254 213 177 655
Other 1,534 133 2,764 1,243
------- ------- -------- -------
30,648 19,046 79,338 47,199
------- ------- -------- -------
INCOME FROM OPERATIONS BEFORE
INCOME TAXES 12,047 12,038 36,136 35,155
(BENEFIT) PROVISION FOR INCOME TAXES
FROM OPERATIONS (621) 180 (745) 1,435
------- ------- -------- -------
INCOME BEFORE GAIN ON SALE OF
INVESTMENT PROPERTIES 12,668 11,858 36,881 33,720
GAIN ON SALE OF INVESTMENT PROPERTIES,
NET OF APPLICABLE INCOME TAX
PROVISION 1,028 1,029 10,895 57,735
------- ------- -------- -------
NET INCOME $13,696 $12,887 $ 47,776 $91,455
======= ======= ======== =======
WEIGHTED AVERAGE SHARES 48,688 48,236 48,529 48,094
======= ======= ======== =======
BASIC NET INCOME PER SHARE $ .28 $ .27 $ .98 $ 1.90
======= ======= ======== =======
ADJUSTED WEIGHTED AVERAGE SHARES 50,100 49,307 49,741 49,020
======= ======= ======== =======
DILUTED NET INCOME PER SHARE $ .27 $ .26 $ .96 $ 1.87
======= ======= ======== =======
CASH DIVIDENDS DECLARED PER SHARE $ .30 $ .28 $ .90 $ .82
======= ======= ======== =======
The accompanying notes are an integral part of these consolidated statements.
<PAGE>
COUSINS PROPERTIES INCORPORATED AND CONSOLIDATED ENTITIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)
($ in thousands)
2000 1999
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Income before gain on sale of investment
properties $ 36,881 $ 33,720
Adjustments to reconcile income before
gain on sale of investment properties to
net cash provided by operating activities:
Depreciation and amortization, net of
minority interest's share 22,236 10,792
Stock appreciation right expense 684 155
Cash charges to expense accrual for stock
appreciation rights (435) (170)
Effect of recognizing rental revenues on a
straight-line basis (1,806) (300)
Income from unconsolidated joint ventures (13,644) (14,146)
Operating distributions from unconsolidated
joint ventures 24,080 27,417
Residential lot and outparcel cost of sales 6,587 10,531
Changes in other operating assets and liabilities:
Change in other receivables (993) (461)
Change in accounts payable and accrued
liabilities 9,298 2,528
-------- --------
Net cash provided by operating activities 82,888 70,066
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Gain on sale of investment properties, net of
applicable income tax provision 10,895 57,735
Adjustments to reconcile gain on sale of
investment properties to net cash provided
by sales activities:
Cost of sales 17,510 28,178
Deferred income recognized (3,084) (3,095)
Property acquisition and development expenditures (127,089) (252,833)
Investment in unconsolidated joint ventures,
including interest capitalized to equity
investments (26,369) (29,698)
Non-operating distributions from unconsolidated
joint ventures - 2,000
Collection of notes receivable 2,088 6,070
Net cash received in formation of venture - 125,469
Investment in notes receivable (327) (4)
Change in other assets, net (3,897) (2,323)
-------- --------
Net cash used in investing activities (130,273) (68,501)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from line of credit 194,284 245,208
Repayment of line of credit (262,347) (212,996)
Proceeds from other notes payable 154,500 -
Dividends paid (43,619) (39,392)
Common stock sold, net of expenses 10,558 9,206
Repayment of other notes payable (5,902) (4,299)
-------- --------
Net cash provided by (used in) financing activities 47,474 (2,273)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 89 (708)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,473 1,349
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,562 $ 641
======== ========
The accompanying notes are an integral part of these consolidated statements.
<PAGE>
COUSINS PROPERTIES INCORPORATED AND CONSOLIDATED ENTITIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
(UNAUDITED)
1. BASIS OF PRESENTATION
--------------------------
The Consolidated Financial Statements include the accounts of Cousins
Properties Incorporated ("Cousins"), its majority owned partnerships and wholly
owned subsidiaries, Cousins Real Estate Corporation ("CREC") and its
subsidiaries and CREC II Inc. ("CREC II") and its subsidiaries. All of the
entities included in the Consolidated Financial Statements are hereinafter
referred to collectively as the "Company."
Cousins has elected to be taxed as a real estate investment trust
("REIT"), and intends to distribute 100% of its federal taxable income to
stockholders, thereby eliminating any liability for future corporate federal
income taxes. Therefore, the results included herein do not include a federal
income tax provision for Cousins. However, CREC and its subsidiaries and CREC II
and its subsidiaries are taxed separately from Cousins as regular corporations.
Accordingly, the Consolidated Statements of Income include a (benefit) provision
for CREC and CREC II's income taxes.
The Consolidated Financial Statements were prepared by the Company
without audit, but in the opinion of management reflect all adjustments
necessary for the fair presentation of the Company's financial position as of
September 30, 2000 and results of operations for the three and nine month
periods ended September 30, 2000 and 1999. Results of operations for the interim
2000 periods are not necessarily indicative of results expected for the full
year. While certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to the rules and regulations
of the Securities and Exchange Commission, the Company believes that the
disclosures herein are adequate to make the information presented not
misleading. These condensed financial statements should be read in conjunction
with the Consolidated Financial Statements and the notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999. The
accounting policies employed are the same as those shown in Note 1 to the
Consolidated Financial Statements included in such Form 10-K.
Certain 1999 amounts have been reclassified to conform with the 2000
presentation.
2. SUPPLEMENTAL INFORMATION CONCERNING CASH FLOWS
---------------------------------------------------
Interest (net of $12,647,000 and $11,227,000 capitalized in 2000 and
1999, respectively) and income taxes paid (net of refunds of $27,000 in 2000)
were as follows for the nine months ended September 30, 2000 and 1999 ($ in
thousands):
2000 1999
------ -----
Interest paid $6,644 $1,170
Income taxes paid $2,840 $1,338
During the nine months ended September 30, 2000, approximately
$197,827,000 was transferred from Projects Under Construction to Operating
Properties and approximately $1,066,000 was transferred from Land Held for
Investment or Future Development to Residential Lots Under Development. In
connection with the Company's stock split completed on October 2, 2000,
approximately $16,259,000 was transferred from Common Stock to Additional
Paid-in-Capital (see Note 6).
At September 30, 2000, cash and cash equivalents included approximately
$638,000 from a property sale held in escrow pending reinvestment in a
tax-deferred exchange. Subsequent to September 30, 2000, the net proceeds from
the sale were released from escrow as no properties into which to exchange were
identified.
3. NOTES PAYABLE AND INTEREST EXPENSE
-- ----------------------------------
At September 30, 2000 and December 31, 1999, notes payable included the
following ($ in thousands):
<TABLE>
<CAPTION>
September 30, 2000 December 31, 1999
------------------------------------ -------------------------------------
Share of Share of
Unconsolidated Unconsolidated
Company Joint Ventures Total Company Joint Ventures Total
-------- -------------- -------- -------- -------------- --------
<S> <C> <C> <C> <C> <C> <C>
Floating Rate Lines
of Credit and Construction
Loans $ 62,587 $ 61,129 $123,716 $130,651 $ 28,504 $159,155
Other Debt
(primarily non-recourse
fixed rate mortgages) 330,205 187,092 517,297 181,606 190,235 371,841
-------- -------- -------- -------- -------- --------
$392,792 $248,221 $641,013 $312,257 $218,739 $530,996
======== ======== ======== ======== ======== ========
</TABLE>
<TABLE>
<CAPTION>
For the three and nine months ended September 30, 2000, interest
expense was recorded as follows ($ in thousands):
Three Months Ended Nine Months Ended
September 30, 2000 September 30, 2000
------------------------------------ ------------------------------------
Share of Share of
Unconsolidated Unconsolidated
Company Joint Ventures Total Company Joint Ventures Total
------- -------------- ------- ------- -------------- -------
<S> <C> <C> <C> <C> <C> <C>
Interest Expensed $4,474 $3,574 $ 8,048 $ 7,969 $10,761 $18,730
Interest Capitalized 2,990 1,209 4,199 12,647 2,611 15,258
------ ------ ------- ------- ------- -------
$7,464 $4,783 $12,247 $20,616 $13,372 $33,988
====== ====== ======= ======= ======= =======
</TABLE>
In July 2000, the Company completed the $39 million financing of The
Avenue East Cobb. This non-recourse mortgage note payable has an interest rate
of 8.39% and a maturity of August 1, 2010. In August 2000, the Company completed
the $25.5 million financing of Meridian Mark Plaza. This non-recourse mortgage
note payable has an interest rate of 8.27% and a maturity of October 1, 2010.
During the nine months ended September 30, 2000, interest was
capitalized related to the Company's and the Company's share of unconsolidated
joint venture projects under construction which had an average balance of
approximately $264 million.
4. EARNINGS PER SHARE DATA
---------------------------
Weighted average shares and adjusted weighted average shares are as
follows (in thousands):
Three Months Ended Nine Months Ended
September 30, September 30,
------------------ -----------------
2000 1999 2000 1999
------ ------ ------ ------
Weighted average shares 48,688 48,236 48,529 48,094
Dilutive potential common shares 1,412 1,071 1,212 926
Adjusted weighted average shares 50,100 49,307 49,741 49,020
====== ====== ====== ======
Anti-dilutive options not included 6 - 10 -
====== ====== ====== ======
5. REPORTABLE SEGMENTS
-----------------------
The Company has three reportable segments: Office Division, Retail
Division and Land Division. The Office Division and Retail Division develop,
lease and manage office buildings and retail centers. The Land Division owns
various tracts of strategically located land which are being held for future
development. The Land Division also develops single-family residential
communities which are parceled into lots and sold to various home builders.
Effective September 30, 2000, the Medical Office Division was combined with the
Office Division.
The management of the Company evaluates performance of its reportable
segments based on Funds From Operations ("FFO"). The Company calculates its FFO
using the National Association of Real Estate Investment Trusts ("NAREIT")
definition of FFO adjusted to (i) eliminate the recognition of rental revenues
on a straight-line basis, (ii) reflect stock appreciation right expense on a
cash basis and (iii) recognize certain fee income as cash is received rather
than when recognized in the financial statements. The Company believes its FFO
presentation more properly reflects its operating results. The Company's
reportable segments are broken down based on what type of product the division
provides. The divisions are managed separately because each product they provide
has separate and distinct development issues, leasing and/or sales strategies
and management issues. The notations (100%) and (JV) used in the following
tables indicate wholly owned and unconsolidated joint ventures, respectively,
and all amounts are in thousands.
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended Office Retail Land Unallocated
September 30, 2000 Division Division Division and Other Total
------------------ -------- -------- -------- ----------- -------
<S> <C> <C> <C> <C> <C>
Rental property revenues (100%) $21,805 $8,011 $ - $ 25 $29,841
Rental property revenues (JV) 16,927 561 - - 17,488
Development income, management
fees and leasing and other fees (100%) 2,280 78 48 - 2,406
Development income, management
fees and leasing and other fees (JV) 1,725 - - - 1,725
Other income (100%) - - 3,011 1,702 4,713
Other income (JV) - 54 7 26 87
-------------------------------------------------------------
Total revenues 42,737 8,704 3,066 1,753 56,260
-------------------------------------------------------------
Rental property operating expenses (100%) 7,148 2,006 - 1 9,155
Rental property operating expenses (JV) 4,656 135 - - 4,791
Other expenses (100%) 3,361 1,880 2,591 4,666 12,498
Other expenses (JV) 1,181 68 10 3,953 5,212
-------------------------------------------------------------
Total expenses 16,346 4,089 2,601 8,620 31,656
-------------------------------------------------------------
Gain on sale of undepreciated investment
properties - - - - -
-------------------------------------------------------------
Consolidated funds from operations 26,391 4,615 465 (6,867) 24,604
-------------------------------------------------------------
Depreciation and amortization (100%) (6,108) (2,084) - (1) (8,193)
Depreciation and amortization (JV) (3,637) (201) - - (3,838)
Effect of the recognition of rental
revenues on a straight-line basis (100%) 375 - - - 375
Effect of the recognition of rental
revenues on a straight-line basis (JV) (99) - - - (99)
Adjustment to reflect stock appreciation
right expense on an accrual basis - - - (181) (181)
Gain on sale of investment properties, net
of applicable income tax provision - - - 1,028 1,028
-------------------------------------------------------------
Net income 16,922 2,330 465 (6,021) 13,696
-------------------------------------------------------------
Benefit for income taxes from operations - - - (621) (621)
-------------------------------------------------------------
Income from operations before taxes $16,922 $2,330 $ 465 $(6,642) $13,075
=============================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Nine Months Ended Office Retail Land Unallocated
September 30, 2000 Division Division Division and Other Total
------------------ -------- -------- -------- ----------- ----------
<S> <C> <C> <C> <C> <C>
Rental property revenues (100%) $ 58,015 $20,579 $ - $ 65 $ 78,659
Rental property revenues (JV) 48,828 1,702 - - 50,530
Development income, management
fees and leasing and other fees (100%) 7,689 302 154 - 8,145
Development income, management
fees and leasing and other fees (JV) 3,376 - - - 3,376
Other income (100%) - 1,075 7,846 4,299 13,220
Other income (JV) - 54 73 58 185
---------------------------------------------------------------
Total revenues 117,908 23,712 8,073 4,422 154,115
---------------------------------------------------------------
Rental property operating expenses (100%) 19,320 5,102 - - 24,422
Rental property operating expenses (JV) 13,505 422 - - 13,927
Other expenses (100%) 9,936 6,198 7,318 8,943 32,395
Other expenses (JV) 2,246 68 41 12,035 14,390
---------------------------------------------------------------
Total expenses 45,007 11,790 7,359 20,978 85,134
---------------------------------------------------------------
Gain on sale of undepreciated investment
properties - - 564 - 564
---------------------------------------------------------------
Consolidated funds from operations 72,901 11,922 1,278 (16,556) 69,545
---------------------------------------------------------------
Depreciation and amortization (100%) (16,366) (5,158) - (3) (21,527)
Depreciation and amortization (JV) (11,060) (593) - - (11,653)
Effect of the recognition of rental
revenues on a straight-line basis (100%) 1,806 - - - 1,806
Effect of the recognition of rental
revenues on a straight-line basis (JV) (477) - - - (477)
Adjustment to reflect stock appreciation
right expense on an accrual basis - - - (249) (249)
Gain on sale of investment properties, net
of applicable income tax provision - - - 10,331 10,331
---------------------------------------------------------------
Net income 46,804 6,171 1,278 (6,477) 47,776
---------------------------------------------------------------
Benefit for income taxes from operations - - - (745) (745)
---------------------------------------------------------------
Income from operations before taxes $ 46,804 $ 6,171 $ 1,278 $(7,222) $ 47,031
===============================================================
Total assets $689,177 $282,907 $12,034 $46,396 $1,030,514
===============================================================
Investment in unconsolidated joint ventures $143,335 $16,890 $ 7,445 $ - $ 167,670
===============================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended Office Retail Land Unallocated
September 30, 1999 Division Division Division and Other Total
------------------ -------- -------- -------- ----------- -------
<S> <C> <C> <C> <C> <C>
Rental property revenues (100%) $11,431 $4,831 $ - $ 29 $16,291
Rental property revenues (JV) 15,508 939 - - 16,447
Development income, management
fees and leasing and other fees (100%) 2,781 131 60 - 2,972
Development income, management fees
and leasing and other fees (JV) 1,796 - - - 1,796
Other income (100%) - 2,662 3,370 1,044 7,076
Other income (JV) - - 6 361 367
-------------------------------------------------------------
Total revenues 31,516 8,563 3,436 1,434 44,949
-------------------------------------------------------------
Rental property operating expenses (100%) 4,262 999 - (58) 5,203
Rental property operating expenses (JV) 4,348 196 - - 4,544
Other expenses (100%) - 2,499 3,013 3,749 9,261
Other expenses (JV) 1,051 - 19 4,017 5,087
-------------------------------------------------------------
Total expenses 9,661 3,694 3,032 7,708 24,095
-------------------------------------------------------------
Gain on sale of undepreciated investment
properties - - - - -
-------------------------------------------------------------
Consolidated funds from operations 21,855 4,869 404 (6,274) 20,854
-------------------------------------------------------------
Depreciation and amortization (100%) (3,887) (904) - - (4,791)
Depreciation and amortization (JV) (3,891) (324) - - (4,215)
Effect of the recognition of rental
revenues on a straight-line basis (100%) 98 - - - 98
Effect of the recognition of rental
revenues on a straight-line basis (JV) (117) - - - (117)
Adjustment to reflect stock appreciation
right expense on an accrual basis - - - 29 29
Gain on sale of investment properties, net
of applicable income tax provision - - - 1,029 1,029
-------------------------------------------------------------
Net income 14,058 3,641 404 (5,216) 12,887
-------------------------------------------------------------
Provision for income taxes from operations - - - 180 180
-------------------------------------------------------------
Income from operations before income taxes $14,058 $3,641 $ 404 $(5,036) $13,067
=============================================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Nine Months Ended Office Retail Land Unallocated
September 30, 1999 Division Division Division and Other Total
------------------ -------- -------- -------- --------- -----
<S> <C> <C> <C> <C> <C>
Rental property revenues (100%) $ 26,251 $14,264 $ - $ 206 $ 40,721
Rental property revenues (JV) 46,905 9,442 - - 56,347
Development income, management
fees and leasing and other fees (100%) 9,586 1,000 180 - 10,766
Development income, management fees
and leasing and other fees (JV) 2,247 - - - 2,247
Other income (100%) - 3,477 10,206 2,738 16,421
Other income (JV) - - 255 436 691
---------------------------------------------------------------
Total revenues 84,989 28,183 10,641 3,380 127,193
---------------------------------------------------------------
Rental property operating expenses (100%) 9,125 3,133 - (29) 12,229
Rental property operating expenses (JV) 13,244 2,257 - - 15,501
Other expenses (100%) - 2,857 9,245 13,997 26,099
Other expenses (JV) 1,218 - 91 11,737 13,046
---------------------------------------------------------------
Total expenses 23,587 8,247 9,336 25,705 66,875
---------------------------------------------------------------
Gain on sale of undepreciated investment
properties - - 222 - 222
---------------------------------------------------------------
Consolidated funds from operations 61,402 19,936 1,527 (22,325) 60,540
---------------------------------------------------------------
Depreciation and amortization (100%) (7,581) (2,582) - (158) (10,321)
Depreciation and amortization (JV) (13,461) (2,779) - - (16,240)
Effect of the recognition of rental
revenues on a straight-line basis (100%) 300 - - - 300
Effect of the recognition of rental
revenues on a straight-line basis (JV) (291) (61) - - (352)
Adjustment to reflect stock appreciation
right expense on an accrual basis - - - 15 15
Gain on sale of investment properties, net
of applicable income tax provision - - - 57,513 57,513
---------------------------------------------------------------
Net income 40,369 14,514 1,527 35,045 91,455
---------------------------------------------------------------
Provision for income taxes from operations - - - 1,435 1,435
---------------------------------------------------------------
Income from operations before income taxes $ 40,369 $14,514 $ 1,527 $36,480 $ 92,890
===============================================================
Total assets $562,359 $228,434 $10,759 $50,760 $852,312
===============================================================
Investment in unconsolidated joint ventures $127,765 $17,708 $ 4,545 $ - $150,018
===============================================================
</TABLE>
<TABLE>
<CAPTION>
Reconciliation to Consolidated Revenues
---------------------------------------
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------- ----------------------
2000 1999 2000 1999
------- ------- -------- -------
<S> <C> <C> <C> <C>
Rental property revenues (100%) $29,841 $16,291 $ 78,659 $40,721
Effect of the recognition of rental
revenues on a straight-line basis (100%) 375 98 1,806 300
Development income, management fees
and leasing and other fees (100%) 2,406 2,972 8,145 10,766
Residential lot and outparcel sales 3,011 6,032 8,921 13,683
Interest and other 1,702 1,044 4,299 2,738
---------------------- -----------------------
Total consolidated revenues $37,335 $26,437 $101,830 $68,208
====================== =======================
</TABLE>
6. STOCK SPLIT EFFECTED IN THE FORM OF A STOCK DIVIDEND
--------------------------------------------------------
On October 2, 2000, the Company completed a 3-for-2 stock split
effected in the form of a 50% stock dividend to stockholders of record on
September 15, 2000. All prior period shares outstanding, per share amounts and
stock prices have been restated. Common Stock was increased by the par value of
the new shares of approximately $16,259,000 with the corresponding decrease
recorded to Additional Paid-in-Capital in the Consolidated Balance Sheets.
<PAGE>
PART I. FINANCIAL INFORMATION
------------------------------
Item 2. Management's Discussion and Analysis of Financial Condition and
-----------------------------------------------------------------------------
Results of Operations for the Three and Nine Months Ended
---------------------------------------------------------
September 30, 2000 and 1999
---------------------------
Results of Operations:
----------------------
Rental Property Revenues and Operating Expenses. Rental property
revenues increased approximately $13,827,000 and $39,444,000 in the three and
nine month 2000 periods, respectively. Rental property revenues from the
Company's office portfolio increased approximately $10,651,000 and $33,272,000
in the three and nine month 2000 periods, respectively. The June 1999
acquisition of Inforum increased rental property revenues approximately
$2,216,000 and $10,921,000 in the three and nine month 2000 periods,
respectively. Additionally, average economic occupancy at Inforum increased
for the three month 2000 period to 85% as compared to 60% for the three month
1999 period, which further contributed to the increase in rental property
revenues from Inforum. Rental property revenues from 101 Second Street, which
became partially operational for financial reporting purposes in April 2000,
increased approximately $4,282,000 and $8,239,000 for the three and nine month
2000 periods, respectively. Three office buildings, AT&T Wireless Services
Headquarters, 333 John Carlyle and 555 North Point Center East, which became
partially operational for financial reporting purposes in September 1999, May
1999 and February 2000, respectively, contributed to the increase by
approximately $1,862,000, $123,000 and $789,000, respectively, in the three
month 2000 period and approximately $5,531,000, $1,637,000 and $1,692,000,
respectively, in the nine month 2000 period. 600 University Park Place became
partially operational for financial reporting purposes in June 2000 which
contributed approximately $289,000 and $370,000 to the increase in the three and
nine month 2000 periods, respectively. Additionally, rental property revenues
from 615 Peachtree Street increased approximately $122,000 and $423,000 in the
three and nine month 2000 periods, respectively, as the average economic
occupancy for the nine month 2000 period increased to 81% from 63% in the nine
month 1999 period. Meridian Mark Plaza and Northside/Alpharetta II became
partially operational for financial reporting purposes in April 1999 and
September 1999, respectively, which contributed approximately $299,000 and
$609,000 to the increase in the three month 2000 period, respectively, and
approximately $1,790,000 and $1,918,000 to the increase in the nine month 2000
period, respectively. AtheroGenics became partially operational in March 1999
which contributed approximately $295,000 to the increase for the nine month 2000
period.
Rental property revenues from the Company's retail portfolio increased
approximately $3,180,000 and $6,315,000 in the three and nine month 2000
periods, respectively. Rental property revenues from The Avenue East Cobb, which
became partially operational for financial reporting purposes in September 1999,
increased approximately $1,161,000 and $3,907,000 in the three and nine month
2000 periods, respectively. Two retail centers, The Avenue of the Peninsula and
Mira Mesa MarketCenter, became partially operational in May 2000, which
contributed approximately $1,202,000 and $1,188,000, respectively, to the
increase in the three month 2000 period and $1,893,000 and $1,618,000,
respectively, to the increase in the nine month 2000 period. The increases were
partially offset by a decrease of approximately $615,000 and $1,260,000 in the
three and nine month 2000 periods, respectively, from the sale of Laguna Niguel
Promenade in March 2000 and by approximately $157,000 in the nine month 2000
period from the sale of Abbotts Bridge Station in February 1999.
Rental property operating expenses increased approximately $3,137,000
and $10,717,000 in the three and nine month 2000 periods, respectively, due to
the aforementioned office buildings, medical office buildings and retail centers
becoming partially operational, as well as the acquisition of Inforum in June
1999. The increases were partially offset by the aforementioned sales of Laguna
Niguel Promenade in March 2000 and Abbotts Bridge Station in February 1999.
Development Income. Development income decreased approximately $344,000
and $1,305,000 in the three and nine month 2000 periods, respectively.
Development income decreased approximately $706,000 in the nine month 2000
period due to development income recognized in 1999 from the build-to-suit for
Walgreens on an outparcel at Colonial Plaza MarketCenter. Development income
also decreased approximately $526,000 in the nine month 2000 period from Cousins
LORET Venture, L.L.C. ("Cousins LORET") related to the development of The
Pinnacle in 1999 and approximately $170,000 and $628,000 in the three and nine
month 2000 periods, respectively, from the third party development of Total
System Services, Inc.'s corporate headquarters in 1999. The decrease in the nine
month 2000 period was partially offset by increases of approximately $463,000
and $162,000 in development income from the Crawford Long Hospital campus
redevelopment and the related joint venture medical office building and from the
third party development of Cox Enterprises' corporate headquarters,
respectively.
Leasing and Other Fees. Leasing and other fees decreased approximately
$260,000 and $1,444,000 in the three and nine month 2000 periods, respectively.
Leasing fees decreased approximately $987,000 in the nine month 2000 period due
to a lease signed by CREC at the Inforum office building executed prior to the
Company's acquisition of the building in 1999. Leasing fees also decreased
approximately $243,000 in the nine month 2000 period from 285 Venture, LLC as a
higher amount of leasing fees from the lease-up of 1155 Perimeter Center West
were recognized in 1999. Leasing fees from Cousins LORET decreased approximately
$189,000 and $730,000 in the three and nine month 2000 periods, respectively,
primarily related to the lease-up of The Pinnacle. The decrease in leasing and
other fees was partially offset by an increase of approximately $330,000 in the
nine month 2000 period, due to a fee recognized for representing the owners of a
third party managed medical office building in the sale of that property.
Residential Lot and Outparcel Sales and Cost of Sales. Residential lot
and outparcel sales decreased approximately $3,021,000 and $4,762,000 in the
three and nine month 2000 periods, respectively. The decrease in the three month
2000 period was mainly due to one outparcel sale for $2,662,000 in the three
month 1999 period compared to no outparcel sales in the three month 2000 period.
The decrease in the three month 2000 period was also partially due to a decrease
in residential lot sales of approximately $359,000, although the number of
residential lot sales increased from 64 lots in the three month 1999 period to
67 lots in the three month 2000 period. The lots sold in 1999 had higher sales
price points as compared to 2000. The decrease in the nine month 2000 period was
mainly due to a decrease in outparcel sales from $3,477,000 in 1999 from two
large outparcel sales to $1,075,000 in 2000 from two smaller outparcel sales.
Also, residential lot sales decreased from 220 lots in 1999 to 182 lots in 2000,
which decreased residential lot sales by approximately $2,360,000. Also, as
previously mentioned, the lots sold in 1999 had higher sales price points as
compared to 2000.
Residential lot and outparcel cost of sales decreased approximately
$3,197,000 and $4,178,000 in the three and nine month 2000 periods,
respectively. Residential lot cost of sales decreased approximately $661,000 and
$2,013,000 in the three and nine month 2000 periods, respectively, due to the
aforementioned difference in price points of residential lots sold in both the
three and nine month 2000 periods and the decrease in the number of lots sold in
the nine month 2000 period. The decrease in cost of sales in the three month
2000 period was also due to a decrease in outparcel cost of sales of
approximately $2,536,000 due to the aforementioned outparcel sale in the three
month 1999 period, as compared to no outparcel sales in the three month 2000
period. Outparcel cost of sales decreased $2,165,000 in the nine month 2000
period due to the aforementioned two large outparcel sales in 1999, as compared
to two smaller outparcel sales in 2000.
Interest and Other Income. Interest and other income increased
approximately $658,000 and $1,561,000 in the three and nine month 2000 periods,
respectively, primarily due to interest income of approximately $476,000 and
$1,270,000 in the three and nine month 2000 periods, respectively, from the
$18.6 million note receivable from Charlotte Gateway Village, LLC ("Gateway").
The increase in both the three and nine month 2000 periods was also due to
approximately $327,000 of additional interest income recognized from the 650
Massachusetts Avenue mortgage notes ("650 mortgage notes') (see Note 3 of "Notes
to Consolidated Financial Statements" in the Company's Annual Report on Form
10-K for the year ended December 31, 1999, for a detailed discussion of the 650
mortgage notes). The principal payments on the $5 million non-amortizing
non-interest bearing note (which note has a remaining balance of approximately
$543,000) have reduced the Company's carrying value of the 650 mortgage notes
such that the Company currently estimates that the carrying value of the 650
mortgage notes will be approximately $4.6 million lower than the 650 mortgage
notes' balance upon maturity. As a result, beginning in the third quarter of
2000 and continuing until the 650 mortgage notes mature on December 31, 2003,
the Company is amortizing this difference as additional interest income.
Income from Unconsolidated Joint Ventures. (All amounts reflect the
Company's share of joint venture income.) Income from unconsolidated joint
ventures increased approximately $713,000 in the three month 2000 period and
decreased approximately $502,000 in the nine month 2000 period.
Income from Wildwood Associates increased approximately $290,000 and
$1,142,000 in the three and nine month 2000 periods, respectively. The increases
were partially due to increases in income before depreciation, amortization and
interest expense from the 3200 Windy Hill Road Building of approximately
$194,000 and $626,000 in the three and nine month 2000 periods, respectively,
due to an increase in the nine month average economic occupancy to 100% in 2000
from 88% in 1999. The increase in the nine month 2000 period was also partially
due to an increase in income before depreciation, amortization and interest
expense from the 4200 Wildwood Parkway Building of approximately $210,000 due to
an increase in average economic occupancy to 100% in 2000 from 87% in 1999.
Further contributing to the increase in the nine month 2000 period was an
increase of approximately $179,000 in income before depreciation, amortization
and interest expense from the 2500 Windy Ridge Parkway Building, as average
economic occupancy increased to 99% in 2000 from 94% in 1999.
Income from Haywood Mall Associates decreased approximately $2,379,000
in the nine month 2000 period due to the June 1999 sale of the Company's 50%
interest in Haywood Mall.
Income from Hickory Hollow Associates decreased $331,000 in both the
three and nine month 2000 periods, respectively, due to the sale of all of the
remaining land in 1999. This partnership was dissolved in early 2000.
Income from Cousins LORET decreased approximately $121,000 and $507,000
in the three and nine month 2000 periods, respectively. Depreciation and
amortization expense increased approximately $206,000 and $872,000 in the three
and nine month 2000 periods, respectively, due to The Pinnacle becoming fully
operational for financial reporting purposes in December 1999, which contributed
to the decrease in income from Cousins LORET. Additionally, capitalized interest
decreased approximately $186,000 and $948,000 in the three and nine month 2000
periods, respectively, due to The Pinnacle becoming fully operational. Further
contributing to the decrease in income from Cousins LORET was decreased interest
income for the nine month 2000 period of $343,000 due to investments made in the
nine month 1999 period using the proceeds from the $70 million financing of The
Pinnacle, which was funded in December 1998. Partially offsetting the decreases
were increases in income before depreciation, amortization and interest expense
from The Pinnacle of approximately $368,000 and $1,513,000 in the three and nine
month 2000 periods, respectively, due to an increase in the average economic
occupancy to 91% in 2000 from 80% in 1999. Further offsetting the decrease in
the nine month 2000 period was an increase of approximately $120,000 in income
before depreciation, amortization and interest expense from Two Live Oak Center
due to an increase in the average economic occupancy to 100% in 2000 from 98% in
1999.
Income from Gateway increased $669,000 in both the three and nine month
2000 periods. The Company began recognizing its 11.46% current preferred return
on its equity in Gateway during the third quarter of 2000.
Income from 285 Venture, LLC increased approximately $198,000 and
$478,000 in the three and nine month 2000 periods, respectively, as 1155
Perimeter Center West became partially operational in January 2000.
Income from CP Venture LLC increased $393,000 in the nine month 2000
period primarily due to a decrease in amortization expense.
General and Administrative Expenses. General and administrative
expenses increased approximately $1,739,000 and $4,166,000 in the three and nine
month 2000 periods, respectively. The increase in both periods was primarily due
to the Company's continued expansion.
Depreciation and Amortization. Depreciation and amortization increased
approximately $3,708,000 and $12,323,000 in the three and nine month 2000
periods, respectively, due to the aforementioned acquisition of Inforum in June
1999 and the aforementioned office buildings, retail centers and medical office
buildings becoming partially operational.
Stock Appreciation Right Expense. The stock appreciation right expense
increased approximately $299,000 and $529,000 in the three and nine month 2000
periods, respectively. This non-cash item is primarily related to the Company's
stock price, which was $22.625, $25.6667 and $28.7083 at December 31, 1999, June
30, 2000 and September 30, 2000, respectively; and $21.50, $22.5417 and $22.625
at December 31, 1998, June 30, 1999 and September 30, 1999, respectively.
Interest Expense. Interest expense increased approximately $4,474,000
and $7,539,000 in the three and nine month 2000 periods, respectively. Interest
expense before capitalization increased to approximately $7,464,000 and
$20,616,000 in the three and nine month 2000 periods, respectively, from
$4,018,000 and $11,657,000 in the three and nine month 1999 periods,
respectively, due to higher debt levels. Interest capitalized to projects under
development decreased $1,028,000 (an increase in interest expense) in the three
month 2000 period due to a lower level of projects under development in the
three month 2000 period. Partially offsetting the increase in interest expense
in the nine month 2000 period was an increase of approximately $1,420,000 in
interest capitalized to projects under development (a reduction of interest
expense) to $12,647,000 in 2000 from $11,227,000 in 1999.
Property Taxes on Undeveloped Land. Property taxes on undeveloped land
decreased approximately $478,000 in the nine month 2000 period due to the
reversal in the first quarter of 2000 of estimated amounts accrued for
anticipated reassessments of the Company's North Point and Wildwood land
holdings. The final reassessments, after appeal, were lower than the anticipated
reassessments, and the accrual was reduced.
Other Expenses. Other expenses increased approximately $1,401,000 and
$1,521,000 in the three and nine month 2000 periods, respectively. The increases
in both the three and nine month 2000 periods were partially due to the minority
interest's current participation in 101 Second Street of approximately $502,000.
The increases in both the three and nine month 2000 periods were also due to a
reversal in 1999 of an accrual of approximately $461,000. This accrual was
related to an indemnification an insurance company in rehabilitation had made to
the Company in 1974 but had defaulted on in 1993. The insurance company, while
still in rehabilitation, has been determined to be solvent, and the Company's
claim has been formally accepted and approved. The increase in the three month
2000 period was also partially due to an increase of $430,000 in 2000 in
predevelopment expense. The nine month 2000 period increase was also due to
an increase of approximately $608,000 in Prudential's minority interest in CP
Venture Three LLC (see Note 5 of "Notes to Consolidated Financial Statements"
in the Company's Annual Report on Form 10-K for the year ended December 31,
1999).
(Benefit) Provision for Income Taxes from Operations. (Benefit)
provision for income taxes from operations decreased approximately $801,000 in
the three month 2000 period from a provision of $180,000 in 1999 to a benefit of
$621,000 in 2000. The decrease in the three month 2000 period was mainly due to
a true-up of approximately $548,000 in the accrual required for income taxes
related to the 1999 income tax return for CREC and its subsidiaries which was
filed September 15, 2000.
(Benefit) provision for income taxes from operations decreased
approximately $2,180,000 in the nine month 2000 period from a provision of
$1,435,000 in 1999 to a benefit of $745,000 in 2000. The decrease in the nine
month period was partially due to the aforementioned true-up of approximately
$548,000. The decrease in the nine month period was also due to a decrease
in CREC and its subsidiaries' income from operations before income taxes from
$2,664,000 in the nine month 1999 period to a loss from operations before
income taxes of $1,127,000 in the nine month 2000 period.
Gain on Sale of Investment Properties. Gain on sale of investment
properties decreased approximately $46,840,000 in the nine month 2000 period.
The 2000 gain included the following: the March 2000 sale of Laguna Niguel
Promenade ($7.2 million gain), the April 2000 sale of 2 acres of North Point
land ($.6 million gain) and the amortization of deferred gain from CP Venture
LLC ($3.1 million gain). The 1999 gain included the following: the January 1999
sale of 3 acres of McMurray land ($.1 million gain), the February 1999 sale of
Abbotts Bridge Station, a neighborhood retail center ($3.5 million gain), the
March 1999 sale of Kennesaw Crossings neighborhood retail center ($.9 million
gain), the May 1999 sale of 2 acres of Hidden Hills land ($.1 million gain), the
June 1999 sale of the Company's 50% interest in Haywood Mall ($50.1 million
gain) and the amortization of deferred gain from CP Venture LLC ($3.0 million
gain).
Liquidity and Capital Resources:
--------------------------------
Financial Condition. The Company's adjusted debt (including its pro
rata share of unconsolidated joint venture debt) was 29% of total market
capitalization at September 30, 2000. Adjusted debt is defined as the Company's
debt and the Company's pro rata share of unconsolidated joint venture debt as
disclosed in Note 4 of "Notes to Consolidated Financial Statements" in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999,
excluding the Gateway debt as it is fully exculpated debt which is supported by
a long-term lease to Bank of America Corporation.
The Company has development and acquisition projects in various
planning stages. The Company currently intends to finance these projects, as
well as the completion of projects currently under construction, using its
existing lines of credit (increasing those lines of credit as required),
long-term non-recourse financing on the Company's unleveraged projects, joint
ventures, project sales and other financings as market conditions warrant. In
September 1996, the Company filed a shelf registration statement with the
Securities and Exchange Commission ("SEC") for the offering from time to time of
up to $200 million of common stock, warrants to purchase common stock and debt
securities, of which approximately $132 million remains available at September
30, 2000.
The Company from time to time evaluates opportunities and strategic
alternatives, including but not limited to joint ventures, mergers and
acquisitions and new private or publicly-owned entities created to hold existing
assets and acquire new assets. These alternatives may also include sales of
single or multiple assets when the Company perceives opportunities to capture
value and redeploy proceeds or distribute proceeds to stockholders. The
Company's consideration of these alternatives is part of its ongoing strategic
planning process. There can be no assurance that any such alternative, if
undertaken and consummated, would not materially adversely affect the Company or
the market price of Cousins' Common Stock.
Cash Flows. Net cash provided by operating activities increased
approximately $12.8 million in 2000. Changes in other operating assets and
liabilities increased approximately $6.2 million which contributed to the
increase in net cash provided by operating activities. Also contributing to the
increase in net cash provided by operating activities was an increase in income
before gain on sale of investment properties of approximately $3.2 million and
an increase in depreciation and amortization of approximately $11.4 million.
Residential lot and outparcel cost of sales decreased approximately $3.9
million, which partially offset the increase in net cash provided by operating
activities. Operating distributions from unconsolidated joint ventures decreased
approximately $3.3 million, partially due to approximately $4.0 million of
operating distributions from Cousins LORET in 1999, as compared to approximately
$2.0 million of operating distributions in 2000. Additionally, operating
distributions from CP Venture LLC decreased approximately $5.9 million in 2000.
The final distribution of $4.1 million was made in 1999 from Haywood Mall
Associates due to the sale of the Company's 50% interest in Haywood Mall in June
1999, further contributing to the decrease in operating distributions from
unconsolidated joint ventures. Partially offsetting the decrease in operating
distributions from unconsolidated joint ventures was an increase of
approximately $3.4 million of operating distributions from Wildwood Associates,
an increase of approximately $1.8 million of operating distributions from
Temco Associates and an increase of approximately $2.4 million of operating
distributions from Cousins Stone LP, which was formed in June 1999.
Additionally, Gateway had operating distributions of approximately $.6 million
as the Company received its 11.46% current preferred return, and operating
distributions were approximately $.6 million higher in 2000 from CSC Associates,
L.P. Furthermore, the effect of recognizing rental revenues on a straight-line
basis partially offset the increase in net cash provided by operating activities
by approximately $1.5 million.
Net cash used in investing activities increased approximately $61.8
million in 2000. Net cash received in formation of venture (see Note 5 of "Notes
to Consolidated Financial Statements" in the Company's Annual Report on Form
10-K for the year ended December 31, 1999) decreased approximately $125.5
million in 2000 which partially caused the increase in net cash used in
investing activities. Net cash provided by sales activities decreased
approximately $57.5 million also partially contributing to the increase in net
cash used in investing activities primarily due to a higher gain recognized from
the sale of the Company's 50% interest in Haywood Mall in 1999, as compared to
the sale of Laguna Niguel Promenade in 2000. The collection of notes receivable
decreased approximately $4.0 million due to the repayment of the Cousins LORET
note receivable in 1999, which also contributed to the increase in net cash used
in investing activities. Change in other assets, net, also increased
approximately $1.6 million, which further contributed to the increase in net
cash used in investing activities. Non-operating distributions from
unconsolidated joint ventures also decreased approximately $2.0 million, which
contributed to the increase in net cash used in investing activities. In 1999,
the Company received non-operating distributions of approximately $2.0 million
from Wildwood Associates as compared to none in 2000. Property acquisition and
development expenditures decreased approximately $125.7 million in 2000 as a
result of the Company having a higher level of projects under development in
1999, which partially offset the increase in net cash used in investing
activities. Investment in unconsolidated joint ventures decreased approximately
$3.3 million, which also partially offset the increase in net cash used in
investing activities, partially due to contributions of approximately $9.8
million in 1999 to Gateway. Partially offsetting the decrease in contributions
were contributions of approximately $5.6 million in 2000 to CPI/FSP I, LP, a
venture formed in May 2000 to develop Austin Research Park and approximately
$1.0 million in 2000 to Crawford Long-CPI, LLC, a venture formed in November
1999.
Net cash provided by financing activities increased approximately $49.7
million in 2000 from net cash used in financing activities in 1999. The increase
in 2000 was mainly attributable to proceeds from other notes payable of $154.5
million from the completions of the $90 million non-recourse mortgage of 101
Second Street in April 2000, the $39 million non-recourse mortgage of The Avenue
East Cobb in July 2000 and the $25.5 million non-recourse mortgage of Meridian
Mark Plaza in August 2000. Common Stock sold, net of expenses, increased
approximately $1.3 million which also contributed to the increase in net cash
provided by financing activities. The increase was partially offset by a
decrease of approximately $100.3 million in the net amount drawn on the
Company's line of credit in 2000. An increase in the dividends paid per share to
$.90 in 2000 from $.82 in 1999 and an increase in the number of shares
outstanding also partially offset the increase as dividends paid increased
approximately $4.2 million. Repayment of other notes payable increased
approximately $1.6 million in 2000, which partially offset the increase in net
cash provided by financing activities.
Supplemental Financial Information:
-----------------------------------
<TABLE>
<CAPTION>
Depreciation and amortization expense included the following components
for the three and nine months ended September 30, 2000 ($ in thousands):
Three Months Ended Nine Months Ended
September 30, 2000 September 30, 2000
------------------------------------ -----------------------------------
Share of Share of
Unconsolidated Unconsolidated
Company Joint Ventures Total Company Joint Ventures Total
------- -------------- ------- ------- -------------- -------
<S> <C> <C> <C> <C> <C> <C>
Furniture, fixtures and equipment $ 197 $ 68 $ 265 $ 588 $ 160 $ 748
Deferred financing costs -- (7) (7) -- 1 1
Goodwill and related business
acquisition costs 75 -- 75 225 -- 225
Real estate related:
Building (including tenant
first generation) 7,818 3,660 11,478 20,537 10,997 31,534
Tenant second generation 300 178 478 886 535 1,421
------ ------ ------- ------- ------- -------
$8,390 $3,899 $12,289 $22,236 $11,693 $33,929
====== ====== ======= ======= ======= =======
</TABLE>
<TABLE>
<CAPTION>
Exclusive of new developments and purchases of furniture, fixtures and
equipment, the Company had the following capital expenditures during the three
and nine months ended September 30, 2000, including its share of unconsolidated
joint ventures ($ in thousands):
Three Months Ended Nine Months Ended
September 30, 2000 September 30, 2000
------------------------ -------------------------
Office Retail Total Office Retail Total
------ ------ ----- ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Second generation related costs $508 $170 $678 $2,053 $414 $2,467
Building improvements 303 - 303 519 23 542
---- ---- ---- ------ ---- ------
$811 $170 $981 $2,572 $437 $3,009
==== ==== ==== ====== ==== ======
</TABLE>
Item 3. Quantitative and Qualitative Disclosure About Market Risk
------------------------------------------------------------------
There have been no significant changes in the Company's market risk
related to its notes payable and notes receivable from that disclosed in the
Company's annual report on Form 10-K for the year ended December 31, 1999.
<PAGE>
PART II. OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K
--------------------------------------------------
(a) Exhibits
--------
27 Financial Data Schedule
(b) Reports on Form 8-K
-------------------
There have been no reports on Form 8-K filed by the
Registrant during the quarter ended September 30,
2000.
<PAGE>
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.
COUSINS PROPERTIES INCORPORATED
Registrant
/s/ Kelly H. Barrett
----------------------------------------
Kelly H. Barrett
Senior Vice President - Finance
(Authorized Officer)
(Principal Accounting Officer)
November 13, 2000
