IRT PROPERTY CO
10-Q, 2000-08-14
REAL ESTATE INVESTMENT TRUSTS
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<PAGE>   1

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended June 30, 2000
                                                 -------------

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

          For the Transition Period From              to
                                         ------------    ------------

                       Commission File Number       1-7859
                       -----------------------------------

                              IRT PROPERTY COMPANY
                              --------------------
             (Exact name of registrant as specified in its charter)

            Georgia                                     58-1366611
-------------------------------           --------------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

    200 Galleria Parkway, Suite 1400
            Atlanta, Georgia                            30339
----------------------------------------           ---------------
(Address of principal executive offices)              (Zip Code)

                                 (770) 955-4406
            --------------------------------------------------------
              (Registrant's telephone number, including area code)

                                       N/A
              ------------------------------------------------------
               (Former name, former address and former fiscal year,
                          if changed since last report)

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 [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

            Class                              Outstanding at August 10, 2000
------------------------------                 ------------------------------
  Common Stock, $1 Par Value                         31,498,885 Shares


<PAGE>   2

CERTAIN INFORMATION CONTAINED IN THIS REPORT CONTAINS FORWARD-LOOKING
STATEMENTS, WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933 AND
SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. READERS OF THIS
REPORT SHOULD BE AWARE THAT THERE ARE VARIOUS FACTORS THAT COULD CAUSE ACTUAL
RESULTS TO DIFFER MATERIALLY FROM ANY FORWARD-LOOKING STATEMENTS MADE HEREIN.
THIS INFORMATION IS FURTHER QUALIFIED BY THE SPECIAL CAUTIONARY NOTICE REGARDING
FORWARD-LOOKING STATEMENTS AND THE INFORMATION IN THE SECTION ENTITLED "RISK
FACTORS" CONTAINED IN THE IRT PROPERTY COMPANY ANNUAL REPORT ON FORM 10-K FOR
THE YEAR ENDED DECEMBER 31, 1999, WHICH ARE INCORPORATED HEREIN BY REFERENCE.


                                       2
<PAGE>   3
Item 1. Financial Statements

                              IRT PROPERTY COMPANY
                                 & SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                (Dollars in thousands, except per share amounts)

<TABLE>
<CAPTION>
                                                             June 30,         December 31,
                                                               2000               1999
                                                           -----------        ------------
                                                           (Unaudited)

<C>                                                        <S>                <S>
ASSETS

Real estate investments:
  Rental properties                                        $622,029            $630,005
  Accumulated depreciation                                  (90,938)            (86,170)
                                                           --------            --------
    Net rental properties                                   531,091             543,835

  Equity investment in and advances to unconsolidated
    affiliates                                                8,901               7,251
  Net investment in direct financing leases                   4,338               4,412
  Mortgage loans, net                                         2,302                  92
                                                           --------            --------
    Net real estate investments                             546,632             555,590

Cash and cash equivalents                                        --                 514
Prepaid expenses and other assets                             9,908               9,792
                                                           --------            --------
    Total assets                                           $556,540            $565,896
                                                           ========            ========

LIABILITIES & SHAREHOLDERS' EQUITY

Liabilities:
  Mortgage notes payable, net                              $117,620            $122,164
  7.3% convertible subordinated debentures, net              23,275              23,275
  Senior notes, net                                         124,684             124,654
  Indebtedness to banks                                      21,984              20,400
  Accrued interest                                            3,612               3,612
  Outstanding checks in excess of deposits                      219                  --
  Accrued expenses and other liabilities                      9,241               8,196
                                                           --------            --------
    Total liabilities                                       300,635             302,301
                                                           --------            --------

Commitments and contingencies (Note 6)

Minority interest payable                                     7,343               7,392

Shareholders' Equity:
  Common stock, $1 par value, 150,000,000 shares
    authorized; 33,234,206 shares issued in 2000
    and 1999, respectively                                   33,234              33,234
  Preferred stock, $1 par value, authorized
    10,000,000 shares; none issued                               --                  --
  Additional paid-in capital                                272,451             272,448
  Deferred compensation/stock loans                          (1,952)             (1,808)
  Treasury stock, at cost, 1,497,821 and 516,527
    shares in 2000 and 1999, respectively                   (11,965)             (4,026)
  Cumulative distributions in excess of net earnings        (43,206)            (43,645)
                                                           --------            --------
    Total shareholders' equity                              248,562             256,203
                                                           --------            --------
    Total liabilities and shareholders' equity             $556,540            $565,896
                                                           ========            ========
</TABLE>

       The accompanying notes are an integral part of these consolidated
                                balance sheets.


                                       3
<PAGE>   4
                              IRT PROPERTY COMPANY
                                 & SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF EARNINGS
        For the Three Months and Six Months Ended June 30, 2000 and 1999
                                  (Unaudited)
                    (In thousands, except per share amounts)

<TABLE>
<CAPTION>
                                                         Three Months Ended                   Six Months Ended
                                                              June 30,                            June 30,
                                                      -------------------------           -------------------------
                                                       2000              1999              2000              1999
                                                      -------           -------           -------           -------
<S>                                                   <C>               <C>               <C>               <C>
REVENUES:
         Income from rental properties                $20,981           $21,304           $42,046           $42,116
         Interest income                                  265                50               480                90
         Interest on direct financing leases              110               124               297               315
                                                      -------           -------           -------           -------
              Total revenues                           21,356            21,478            42,823            42,521
                                                      -------           -------           -------           -------
EXPENSES:
         Operating expenses of rental properties        4,969             5,063             9,793             9,590
         Interest expense                               5,402             5,471            10,803            10,799
         Depreciation                                   3,538             3,498             7,109             6,970
         Amortization of debt costs                       133               113               265               223
         General and administrative                       889               888             1,669             1,833
                                                      -------           -------           -------           -------

              Total expenses                           14,931            15,033            29,639            29,415
Equity in loss of unconsolidated affiliates               (23)               --               (34)               --
                                                      -------           -------           -------           -------
              Earnings before minority interest
              and gain on sales of properties           6,402             6,445            13,150            13,106

Minority interest of unitholders in operating
  partnership                                            (157)             (254)             (316)             (424)

Gain on sales of properties                                --             2,483             2,738             2,483
                                                      -------           -------           -------           -------

              NET EARNINGS                            $ 6,245           $ 8,674           $15,572           $15,165
                                                      =======           =======           =======           =======

PER SHARE:
         Net earnings--basic                          $  0.20           $  0.26           $  0.49           $  0.46
                                                      =======           =======           =======           =======
         Net earnings--diluted                        $  0.20           $  0.26           $  0.48           $  0.46
                                                      =======           =======           =======           =======

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING:
         Basic                                         31,761            33,148            32,030            33,146
                                                      =======           =======           =======           =======
         Diluted                                       32,587            33,961            34,923            33,958
                                                      =======           =======           =======           =======
</TABLE>

 The accompanying notes are an integral part of these consolidated statements.


                                       4
<PAGE>   5
                              IRT PROPERTY COMPANY
                                 & SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
        For the Three Months and Six Months Ended June 30, 2000 and 1999
                                   (Unaudited)
                                 (In thousands)



<TABLE>
<CAPTION>
                                                                                      Six Months Ended
                                                                                          June 30,
                                                                                 --------------------------
                                                                                   2000              1999
                                                                                 --------          --------
<S>                                                                              <C>               <C>
Cash flows from operating activities:
  Net earnings                                                                   $ 15,572          $ 15,165
  Adjustments to reconcile earnings to net cash from operating activities:
    Depreciation                                                                    7,109             6,970
    Gain on sales of properties                                                    (2,738)           (2,483)
    Minority interest of unitholders in partnership                                   (68)              424
    Amortization of deferred compensation                                              61                52
    Amortization of debt costs and discounts                                          285               253
    Amortization of capitalized leasing income                                         74                82
    Changes in assets and liabilities:
      Increase (decrease) in interest receivable, prepaid expenses
        and other assets                                                             (403)              317
      Increase in accrued expenses and other liabilities                            1,391             4,361
                                                                                 --------          --------

Net cash flows from operating activities                                           21,283            25,141
                                                                                 --------          --------
Cash flows from (used in) investing activities:
  Proceeds from sales of properties, net                                           11,660            12,409
  Investment in unconsolidated affiliates                                          (1,650)           (3,763)
  Additions to real estate investments, net                                        (3,382)          (12,756)
  Funding of mortgage loans receivable, net                                        (2,214)               --
  Collections of mortgage loans receivable, net                                         4             1,002
                                                                                 --------          --------

Net cash flows from (used in) investing activities                                  4,418            (3,108)
                                                                                 --------          --------
Cash flows used in financing activities:
  Cash dividends, net                                                             (14,968)          (15,647)
  Purchase of treasury stock                                                       (8,318)               --
  Exercise of stock options                                                            31                37
  Principal amortization of mortgage notes payable                                 (1,024)             (807)
  Repayment of mortgage notes payable                                              (3,520)             (625)
  Payment of deferred financing costs                                                  --              (603)
  Proceeds from mortgage notes payable                                                 --            40,000
  Increase (decrease) in bank indebtedness                                          1,584           (43,500)
                                                                                 --------          --------

Net cash flows used in financing activities                                       (26,215)          (21,145)
                                                                                 --------          --------

Net (decrease) increase in cash and cash equivalents                                 (514)              888

Cash and cash equivalents at beginning of period                                      514               344
                                                                                 --------          --------

Cash and cash equivalents at end of period                                       $     --          $  1,232
                                                                                 ========          ========

Supplemental disclosures of cash flow information:

Total cash paid during period for interest                                       $ 10,793          $ 10,782
                                                                                 ========          ========

</TABLE>

 The accompanying notes are an integral part of these consolidated statements.


                                       5
<PAGE>   6

                              IRT PROPERTY COMPANY
                                 & SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                             June 30, 2000 and 1999
                (Dollars in thousands, except per share amounts)
                ------------------------------------------------



1.       Unaudited Financial Statements

         These consolidated financial statements for interim periods are
         unaudited and should be read in conjunction with the Company's Report
         on Form 10-K for the year ended December 31, 1999. The accompanying
         consolidated financial statements include the accounts of IRT Property
         Company and its wholly-owned subsidiaries, IRT Management Company, VW
         Mall, Inc. and IRT Alabama, Inc., and its majority-owned subsidiary,
         IRT Partners LP (collectively, the "Company"). Intercompany
         transactions and balances have been eliminated in the consolidation.
         The Company's investments in IRT Capital Corporation ("IRTCC") and IRT
         Capital Corporation II ("IRTCCII") have been accounted for under the
         equity method of accounting. In the opinion of management, all
         adjustments (which include only normal recurring adjustments) necessary
         to a fair presentation of the financial statements as of June 30, 2000
         and 1999 have been recorded. The results of operations for any interim
         period are not necessarily indicative of the results that may be
         expected for future interim periods or for the full year.

2.       Earnings Per Share

         Basic earnings per share is computed by dividing net earnings by the
         weighted average number of shares outstanding during the period
         consistent with the guidelines of Statement of Financial Accounting
         Standards No. 128, "Earnings Per Share." The effects of certain stock
         options and non-vested restricted stock, using the treasury stock
         method, have been excluded from the calculation of dilutive earnings
         per share, as they are anti-dilutive. The effects of the conversion of
         the Operating Partnership Units held by the minority interest are
         dilutive and have been included in the calculation of dilutive earnings
         per share for all periods presented. For the six months ended June 30,
         2000, the effects of the conversion of the 7.3% debentures have been
         included in the calculation of dilutive earnings per share as they are
         dilutive. The effects of the conversion of such debentures have been
         excluded from the calculation of dilutive earnings per share for the
         three months ended June 30, 2000 and the three months and six months
         ended June 30, 1999 as they were anti-dilutive for those periods.


                                       6
<PAGE>   7
<TABLE>
<CAPTION>
                                                                                                Per Share
                                                             Income            Shares            Amount
                                                             ------            ------           ---------
<S>                                                          <C>               <C>              <C>
(In thousands except per share amounts)

For the three months ended June 30, 2000
Basic net earnings available to shareholders                 $  6,245          31,761            $  0.20
Options outstanding                                                --              10            =======
Minority interest of unitholders in operating partnership         157             816
                                                             --------          ------
Diluted net earnings available to shareholders               $  6,402          32,587            $  0.20
                                                             ========          ======            =======
For the three months ended June 30, 1999
Basic net earnings available to shareholders                 $  8,674          33,148            $  0.26
Options outstanding                                                --               2
Minority interest of unitholders in operating partnership         254             811
                                                              --------         ------
Diluted net earnings available to shareholders               $  8,928          33,961            $  0.26
                                                             =========         ======            =======
For the six months ended June 30, 2000
Basic net earnings available to shareholders                 $ 15,572          32,030            $  0.49
Options outstanding                                                --               8            =======
Minority interest of unitholders in operating partnership         316             816
Conversion of 7.3% debentures                                     900           2,069
                                                             --------          ------
Diluted net earnings available to shareholders               $ 16,788          34,923            $  0.48
                                                             ========          ======            =======
For the six months ended June 30, 1999
Basic net earnings available to shareholders                 $ 15,165          33,146            $  0.46
Options outstanding                                                --               1            =======
Minority interest of unitholders in operating partnership         424             811
                                                             --------          ------
Diluted net earnings available to shareholders               $ 15,589          33,958            $  0.46
                                                             ========          ======            =======
</TABLE>
3.       7.3% Convertible Subordinated Debentures

         Based upon the $11.25 conversion price, 2,068,889 authorized but
         unissued common shares have been reserved for possible issuance if the
         remaining $23,275 of debentures outstanding on June 30, 2000 are
         converted.



                                       7
<PAGE>   8
4.   Rental Properties


                          SHOPPING CENTER DISPOSITIONS

<TABLE>

Date                                        Square    Sales       Cash
Sold     Property Name     City, State      Footage   Price     Proceeds    Gain
-----------------------------------------------------------------------------------
<S>      <C>               <C>              <C>       <C>       <C>         <C>
1/14/00  Palm Gardens      Largo, FL         49,890    $ 1,500    $ 1,389    $  804

2/18/00  Westgate Square   Sunrise, FL      104,853     11,355     10,271     1,934
                                            ---------------------------------------
                                            154,743    $12,855    $11,660    $2,738
                                            =======================================
</TABLE>

5.   Investment in Joint Venture

     On May 24, 1999 IRTCII was formed under the laws of Georgia. This taxable
     subsidiary has the ability to develop properties, buy and sell properties,
     provide equity to developers who are merchant builders and perform third
     party management, leasing and brokerage functions. The Company holds 96% of
     the non-voting common stock and 1% of the voting common stock of IRTCCII.
     The remaining voting common stock is held by an officer of the Company and
     a director of the Company. The ownership of the common stock of IRTCCII
     entitles the Company to substantially all of the economic benefits from the
     results of operations of this subsidiary. IRTCCII is accounted for by the
     Company under the equity method of accounting.

     On June 1, 1999 the Company loaned IRTCCII approximately $3,800 to purchase
     23 acres of undeveloped land in Miramar, Florida. On September 3, 1999, the
     Company loaned IRTCCII approximately $2,600 to purchase a shopping center
     and two parcels of approximately nine acres of undeveloped land in Pasco
     County, Florida. Through June 30, 2000, the Company has loaned an
     additional $2,501 to IRTCCII for the development of these properties.

6.   Commitments and Contingencies

     On January 20, 2000, the Company entered into a co-development agreement.
     Under this agreement, the Company will fund, through loans to the
     co-developer, monies to acquire land adjacent to an existing shopping
     center in Atlanta, Georgia and to develop such land. The Company has
     committed up to $3,650 for this project of which $2,214 is outstanding as
     of June 30, 2000. The loan, secured by a mortgage on the development and
     bearing interest at a rate based on the one month LIBOR plus 250 basis
     points, matures on July 1, 2001.


                                       8




<PAGE>   9

       Item 2     Management's Discussion and Analysis of Financial
                  Condition and Results of Operations.
                  (Dollars in thousands)

                  Material Changes in Financial Condition.

                  During the six months ended June 30, 2000, the Company:

                  -        obtained cash proceeds of approximately $11,660 from
                           the sale of two properties and recognized a gain of
                           approximately $2,738 for financial reporting
                           purposes.

                  During the six months ended June 30, 2000, the Company
         utilized funds of:

                  -        approximately $14,968 to pay dividends to the holders
                           of the Company's common stock,

                  -        approximately $8,318 to repurchase 1,030,501 shares
                           of the Company's common stock,

                  -        approximately $3,520 to repay a 7.75% mortgage at its
                           scheduled maturity,

                  -        approximately $2,214 to fund a loan for a
                           co-development project,

                  -        approximately $3,382 for capital expenditures and
                           tenant improvements, and

                  -        approximately $1,650 for advances to IRTCCII for
                           further development of land and properties acquired
                           in 1999.

                  During the six months ended June 30, 1999, the Company:

                  -        obtained a $40,000 loan secured by first mortgages on
                           eight properties, and

                  -        obtained cash proceeds of approximately $12,409 from
                           the sale of properties and recognized a gain of
                           approximately $2,483 for financial reporting purposes

                  During the six months ended June 30, 1999, the Company
         utilized funds of:

                  -        approximately $43,500 to pay down its unsecured
                           revolving term loan,


                                       9
<PAGE>   10
                  -        $15,518 for the acquisition of two shopping center
                           investments, consisting of cash paid of approximately
                           $9,776 and mortgage debt assumed of approximately
                           $5,742 secured by one of the centers,

                  -        $3,800 for a loan to IRTCCII for the acquisition of
                           approximately 23 acres of undeveloped land in
                           Miramar, Florida, and

                  -        $625 to repay, at its scheduled maturity, a 9%
                           purchase-money mortgage.

                  Material Changes in Results of Operations.

                  During the three months and six months ended June 30, 2000,
         rental income from the Company's portfolio of shopping center
         investments:

                  -        increased approximately $361 and $706, respectively,
                           for the core portfolio,

                  -        increased approximately $0 and $502, respectively,
                           due to the acquisition of two shopping centers in the
                           first quarter of 1999, and

                  -        decreased approximately $683 and $1,278,
                           respectively, due to sales of two investments in the
                           first quarter of 2000 and four in the second quarter
                           of 1999.

                  During the three months and six months ended June 30, 1999,
         compared to the corresponding periods of 1998, rental income from the
         Company's portfolio of shopping center investments:

                  -        increased approximately $499 and $752, respectively,
                           for the core portfolio,

                  -        increased approximately $2,205 and $4,896,
                           respectively, due to the acquisition of two shopping
                           centers in 1999 and nine shopping centers in 1998,
                           and

                  -        decreased approximately $172 and $324, respectively,
                           due to the sale of four investments in 1999, the sale
                           of two investments in 1998 and the foreclosure of a
                           mortgage held by the Company in 1998, and

                  -        decreased approximately $891 and $1,095,
                           respectively, due to centers under redevelopment.

                  Percentage rentals received from shopping center investments,
         excluding percentage rentals received from the two Wal-Mart investments
         classified as direct financing leases, totaled approximately $211 and
         $199


                                       10
<PAGE>   11

         during the three months ended June 30, 2000 and 1999, respectively, and
         $820 and $742 during the six months ended June 30, 2000 and 1999,
         respectively. Percentage rental income is recorded upon collection
         based on the tenants' lease years.

                  Interest income during the three months and six months ended
         June 30, 2000 increased approximately $215 and $390, respectively, due
         primarily to interest accrued on development loans.

                  During the three months and six months ended June 30, 2000,
         operating expenses related to the Company's portfolio of real estate
         investments:

                  -        increased approximately $275 and $388, respectively,
                           for the core portfolio,

                  -        increased approximately $0 and $125, respectively,
                           due to the acquisition of two shopping centers in the
                           first quarter of 1999, and

                  -        decreased approximately $181 and $311, respectively,
                           due to the sale of two properties in the first
                           quarter of 2000 and four in the second quarter of
                           1999.

                  During the three months and six months ended June 30, 1999,
         operating expenses related to the Company's portfolio of real estate
         investments:

                  -        decreased approximately $21 and increased
                           approximately $9, respectively, for the core
                           portfolio,

                  -        increased approximately $776 and $1,443,
                           respectively, due to the acquisition of two shopping
                           center investments in 1999 and nine shopping center
                           investments in 1998, and

                  -        decreased approximately $159 and $209, respectively,
                           due to the sale of an apartment investment in 1998.

                  During the three months and six months ended June 30, 2000,
         interest expense on mortgages decreased approximately $215 and
         increased approximately $91, respectively, primarily due to the
         addition of the 6.5% fixed-rate, 25 year fully-amortizing $40,000
         mortgage debt secured by eight of the Company's properties in February
         1999 and the repayment of $3,520 on a 7.75% mortgage loan at its
         scheduled maturity in the first quarter of 2000.

                  Interest expense on bank indebtedness increased approximately
         $147 and decreased approximately $86, respectively, for the three
         months and


                                       11
<PAGE>   12

         six months ended June 30, 2000. The Company had average borrowings of
         approximately $20,768 and $15,293 at effective interest rates of 7.6%
         and 6.3%, which rates reflect increases in market rates, generally,
         under its variable rate bank credit facility during the three months
         ended June 30, 2000 and 1999, respectively. The Company had average
         borrowings of approximately $20,505 and $26,301 at effective interest
         rates of 7.3% and 6.4%, which rates reflect higher rates generally in
         the latest six months compared to the same period of 1999, under its
         variable rate bank credit facility during the six months ended June 30,
         2000 and 1999, respectively. The Company incurred commitment fees of
         approximately $50 and $53 for the three months ended June 30, 2000 and
         1999, respectively, which are included in this interest expense. The
         Company incurred commitment fees of approximately $100 and $90 for the
         six months ended June 30, 2000 and 1999, respectively.

                  The net increase of $40 and $140 in depreciation expense for
         the three months and six months ended June 30, 2000 and 1999,
         respectively, was due to the acquisition of two real estate investments
         in the first quarter of 1999, net of the effect of the disposition of
         two properties in the first quarter of 2000 and four properties in the
         second quarter of 1999.

                  The net decrease in general and administrative expense of
         approximately $1 and $164 for the three months and six months ended
         June 30, 2000, respectively, was primarily due to compensation expense
         that was accrued in 1999 but not in the first quarter of 2000.

                  Funds from Operations. The Company defines funds from
         operations, consistent with the National Association of Real Estate
         Investment Trusts ("NAREIT") definition of such term, as net earnings
         on real estate investments (calculated in accordance with generally
         accepted accounting principles) before gains (losses) on the sale of
         properties and extraordinary items plus depreciation and amortization
         of capitalized leasing costs. Interest and amortization of issuance
         costs related to convertible debentures are added back to funds from
         operations when assumed conversion of the debentures is dilutive.
         Conversion of the debentures is dilutive and therefore assumed for the
         three months and six months ended June 30, 2000 and 1999. Management
         believes funds from operations should be considered along with, but not
         as an alternative to, net income as defined by generally accepted
         accounting principles as a measure of the Company's operating
         performance. Funds from operations does not represent cash generated
         from operating activities in accordance with generally accepted
         accounting principles and is not necessarily indicative of cash
         available to fund cash needs.


                                       12
<PAGE>   13
         The following data is presented with respect to the calculation of
funds from operations under the NAREIT definition for the three months and six
months ended June 30, 2000 and 1999 (in thousands, except per share data):


FUNDS FROM OPERATIONS ("FFO"):
<TABLE>
<CAPTION>
                                                    Three Months Ended           Six Months Ended
                                                         June 30,                    June 30,
                                                    -------------------         ------------------
                                                      2000        1999            2000       1999
                                                    -------     -------         -------    -------
<S>                                                 <C>         <C>             <C>        <C>
Net earnings                                        $ 6,245     $ 8,674         $15,573    $15,165

  Gain on sales of properties                            --      (2,483)         (2,738)    (2,483)
  Depreciation*                                       3,483       3,437           6,999      6,875
  Amortization of capitalized leasing fees*             198         109             370        209
  Amortization of capitalized leasing income             32          38              74         82
                                                    -------     -------         -------    -------

Funds From Operations                                 9,958       9,775          20,278     19,848

  Interest on convertible debentures                    425         425             850        850
  Amortization of convertible debenture costs            25          25              50         50
  Amounts attributable to minority interests            223         316             447        521
                                                    -------     -------         -------    -------

Fully Diluted Funds From Operations                 $10,631     $10,541         $21,625    $21,269
                                                    =======     =======         =======    =======

Per Share:
  Fully Diluted Funds From Operations               $  0.31     $  0.29         $  0.62    $  0.59
                                                    =======     =======         =======    =======

Applicable weighted average shares                   34,656      36,030          34,923     36,027
                                                    =======     =======         =======    =======

</TABLE>

----------------------
* Net of amounts attributable to minority interests

         ADDITIONAL INFORMATION: The following data is presented with respect
to amounts incurred for improvements to the Company's real estate investments,
for leasing fees paid and for principal amortization of mortgage notes payable
during the three months and six months ended June 30, 2000 and 1999 (in
thousands):

<TABLE>

<S>                                                 <C>         <C>             <C>        <C>
Tenant improvements:
  Shopping centers                                  $   668     $   429         $ 1,737    $   602
  Industrial                                             --          --              --         --
                                                    -------     -------         -------    -------
  Total tenant improvements                             668         429           1,737        602
                                                    -------     -------         -------    -------

Capital expenditures:
  Shopping centers                                    1,438       1,262           1,639      1,537
  Industrial                                              9           4               6         21
                                                    -------     -------         -------    -------
  Total capital expenditures                          1,447       1,266           1,645      1,558
                                                    -------     -------         -------    -------
    Total improvements                              $ 2,115     $ 1,695         $ 3,382    $ 2,160
                                                    =======     =======         =======    =======

Leasing fees paid                                   $   344     $   273         $   734    $   505
                                                    =======     =======         =======    =======
Principal amortization of mortgage notes payable    $   511     $   496         $ 1,024    $   807
                                                    =======     =======         =======    =======

</TABLE>


                                       13
<PAGE>   14

                           PART II. OTHER INFORMATION

         Item 6. Exhibits and Reports on Form 8-K.

         (a)      Exhibits.

                  (21)     Company Subsidiaries

                  (27)     Financial Data Schedule (for S.E.C. use only)

                  (99)     Unaudited Financial Statements of IRT Partners L.P.
                           for the three months and six months ended June 30,
                           2000.

         (b) Reports on Form 8-K. No reports on Form 8-K were filed by the
         Company during the three months ended June 30, 2000.

                                   SIGNATURES

           Pursuant to the requirements of the Securities Exchange Act of 1934,
         the Registrant has duly caused this report to be signed by the
         undersigned, thereunto duly authorized.

                                            IRT PROPERTY COMPANY


       Date: August 11, 2000                /s/ Thomas H. McAuley
                                            ------------------------------------
                                            Thomas H. McAuley
                                            President & Chief Executive Officer


       Date: August 11, 2000                /s/ James G. Levy
                                            ------------------------------------
                                            James G. Levy
                                            Executive Vice President &
                                            Chief Financial Officer


                                       14


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