<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 September 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 November 10, 2000
-------------------------- --------------------------------
Common Stock, $1 Par Value 30,886,357 Shares
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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>
September 30, December 31,
2000 1999
------------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
Real estate investments:
Rental properties $ 624,001 $ 630,005
Accumulated depreciation (94,320) (86,170)
---------- ----------
Net rental properties 529,681 543,835
Equity investment in and advances to unconsolidated affiliates 11,643 7,251
Net investment in direct financing leases 4,294 4,412
Mortgage loans, net 3,157 92
---------- ----------
Net real estate investments 548,775 555,590
Cash and cash equivalents 42 514
Prepaid expenses and other assets 11,461 9,792
---------- ----------
Total assets $ 560,278 $ 565,896
========== ==========
LIABILITIES & SHAREHOLDERS' EQUITY
Liabilities:
Mortgage notes payable, net $ 117,098 $ 122,164
7.3% convertible subordinated debentures, net 23,275 23,275
Senior notes, net 124,699 124,654
Indebtedness to banks 31,223 20,400
Accrued interest 2,759 3,612
Accrued expenses and other liabilities 10,641 8,196
---------- ----------
Total liabilities 309,695 302,301
Commitments and contingencies (Note 6)
Minority interest payable 7,294 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 272,471 272,448
Deferred compensation/stock loans (1,879) (1,808)
Treasury stock, at cost, 2,016,149 and 516,527 shares
in 2000 and 1999, respectively (16,673) (4,026)
Cumulative distributions in excess of net earnings (43,864) (43,645)
---------- ----------
Total shareholders' equity 243,289 256,203
---------- ----------
Total liabilities and shareholders' equity $ 560,278 $ 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 Nine Months Ended September 30, 2000 and 1999
(Unaudited)
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
----------------------- -----------------------
2000 1999 2000 1999
-------- -------- -------- --------
<S> <C> <C> <C> <C>
REVENUES:
Income from rental properties $ 21,333 $ 20,533 $ 63,379 $ 62,649
Interest income 287 116 767 206
Interest on direct financing leases 118 123 416 438
-------- -------- -------- --------
Total revenues 21,738 20,772 64,562 63,293
-------- -------- -------- --------
EXPENSES:
Operating expenses of rental properties 4,914 4,826 14,707 14,416
Interest expense 5,499 5,297 16,301 16,096
Depreciation 3,800 3,449 10,910 10,419
Amortization of debt costs 133 114 399 337
General and administrative 1,132 769 2,800 2,602
-------- -------- -------- --------
Total expenses 15,478 14,455 45,117 43,870
Equity in loss of unconsolidated affiliates (16) (2) (50) (2)
-------- -------- -------- --------
Earnings before minority interest
and gain on sales of properties 6,244 6,315 19,395 19,421
Minority interest of unitholders in operating partnership (143) (147) (459) (571)
Gain on sales of properties 644 -- 3,382 2,483
-------- -------- -------- --------
NET EARNINGS $ 6,745 $ 6,168 $ 22,318 $ 21,333
======== ======== ======== ========
PER SHARE:
Net earnings -- basic $ 0.21 $ 0.19 $ 0.70 $ 0.64
======== ======== ======== ========
Net earnings -- diluted $ 0.21 $ 0.19 $ 0.69 $ 0.64
======== ======== ======== ========
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING:
Basic 31,408 33,148 31,821 33,147
======== ======== ======== ========
Diluted 32,255 33,967 34,720 33,149
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of
these consolidated statements.
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<PAGE> 5
IRT PROPERTY COMPANY
& SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30, 2000 and 1999
(Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-----------------------------
2000 1999
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 22,318 $ 21,333
Adjustments to reconcile earnings to net cash from operating activities:
Depreciation 10,910 10,419
Gain on sales of properties (3,382) (2,483)
Minority interest of unitholders in partnership (117) 29
Amortization of deferred compensation 93 77
Amortization of debt costs and discounts 399 380
Amortization of capitalized leasing income 117 116
Changes in assets and liabilities:
Decrease in interest receivable, prepaid expenses
and other assets (2,087) (1,230)
Increase in accrued expenses and other liabilities 1,728 4,781
---------- ----------
Net cash flows from operating activities 29,979 33,422
---------- ----------
Cash flows used in investing activities:
Proceeds from sales of properties, net 12,446 12,411
Investment in unconsolidated affiliates (4,392) (6,708)
Additions to real estate investments, net (5,917) (13,981)
Funding of mortgage loans receivable, net (3,072) --
Collections of mortgage loans receivable, net 7 1,004
---------- ----------
Net cash flows used in investing activities (928) (7,274)
---------- ----------
Cash flows used in financing activities:
Cash dividends, net (22,180) (23,098)
Purchase of treasury stock (13,272) --
Exercise of stock options 172 37
Principal amortization of mortgage notes payable (1,546) (1,943)
Repayment of mortgage notes payable (3,520)
Payment of deferred financing costs -- (603)
Proceeds from mortgage notes payable -- 40,000
Increase (decrease) in bank indebtedness 10,823 (39,500)
---------- ----------
Net cash flows used in financing activities (29,523) (25,107)
---------- ----------
Net (decrease) increase in cash and cash equivalents (472) 1,041
Cash and cash equivalents at beginning of period 514 344
---------- ----------
Cash and cash equivalents at end of period $ 42 $ 1,385
========== ==========
Supplemental disclosures of cash flow information:
Total cash paid during period for interest $ 17,111 $ 16,930
========== ==========
</TABLE>
The accompanying notes are an integral part of
these consolidated statements.
5
<PAGE> 6
IRT PROPERTY COMPANY
& SUBSIDIARIES
Notes to Consolidated Financial Statements
September 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 September 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 nine months ended
September 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 not been included in the calculation of dilutive
earnings per share for the three months ended September 30, 2000 and
1999 and the nine months ended September 30, 1999 as they were
anti-dilutive for those periods.
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<PAGE> 7
<TABLE>
<CAPTION>
Per Share
Income Shares Amount
-------- ------- ---------
(In thousands except per share amounts)
<S> <C> <C> <C>
For the three months ended September 30, 2000
Basic net earnings available to shareholders $ 6,745 31,408 $ 0.21
Options outstanding -- 31 ========
Minority interest of unitholders in operating partnership 143 816
-------- -------
Diluted net earnings available to shareholders $ 6,888 32,255 $ 0.21
======== ======= ========
For the three months ended September 30, 1999
Basic net earnings available to shareholders $ 6,168 33,148 $ 0.19
Options outstanding -- 3 ========
Minority interest of unitholders in operating partnership 147 816
-------- -------
Diluted net earnings available to shareholders $ 6,315 33,967 $ 0.19
======== ======= ========
For the nine months ended September 30, 2000
Basic net earnings available to shareholders $ 22,318 31,821 $ 0.70
Options outstanding -- 14 ========
Minority interest of unitholders in operating partnership 459 816
Conversion of 7.3% debentures 1,349 2,069
-------- -------
Diluted net earnings available to shareholders $ 24,126 34,720 $ 0.69
======== ======= ========
For the nine months ended September 30, 1999
Basic net earnings available to shareholders $ 21,333 33,147 $ 0.64
Options outstanding -- 2 ========
Minority interest of unitholders in operating partnership -- --
-------- -------
Diluted net earnings available to shareholders $ 21,333 33,149 $ 0.64
======== ======= ========
</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 September 30, 2000 are
converted.
7
<PAGE> 8
4. Rental Properties
Shopping Center Dispositions
<TABLE>
<CAPTION>
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
8/01/00 Palm Gardens** $ 651 $ 651
2/18/00 Westgate Square Sunrise, FL 104,853 11,355 10,271 1,934
8/31/00 Abbeville Abbeville, SC 59,525 177 135 (7)
---------------------------------------------------
214,268 $ 13,032 $ 12,446 $ 3,382
===================================================
</TABLE>
** Represents additional sale proceeds received subsequent to the sale of the
property.
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 September 30, 2000,
the Company has loaned an additional $4,305 to IRTCCII for the
development of these properties. On August 1, 2000, the Company loaned
IRTCCII approximately $500 to purchase a parcel of approximately 8
acres in Hillsborough County, Florida. Through September 30, 2000, the
Company has loaned an additional $150 for the development of this
property.
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<PAGE> 9
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 $3,072 is
outstanding as of September 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.
7. Subsequent Events
On October 3, 2000, the Company sold Carolina Place Shopping Center,
located in Hartsville, South Carolina, for approximately $2,016 in
cash.
On November 1, 2000 the Company amended its $100 million unsecured
revolving loan facility (Please refer to the First Amended and
Restated Credit Agreement, a copy of which is filed herewith). In
accordance with the amended agreement, the Company has an option to
increase the Facility at its discretion by $50 million and the maturity
date was extended to November 1, 2003.
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations.
(Dollars in thousands)
Material Changes in Financial Condition.
During the nine months ended September 30, 2000, the Company:
- obtained cash proceeds of approximately $12,446 from the sale
of three properties and recognized a gain of approximately
$3,382 for financial reporting purposes.
During the nine months ended September 30, 2000, the Company
utilized funds of:
- approximately $22,180, net of approximately $334 due to the
Company's dividend reinvestment program, to pay dividends to
the holders of the Company's common stock,
- approximately $13,272 to repurchase 1,580,401 shares of the
Company's common stock pursuant to the Company's stock
repurchase program,
- approximately $3,520 to repay a 7.75% mortgage at its
scheduled maturity,
- approximately $3,072 to fund a loan for a co-development
project,
- approximately $5,917 for capital expenditures and tenant
improvements, and
- approximately $4,305 for advances to IRTCCII for further
development of land and properties acquired in 1999 and 2000.
9
<PAGE> 10
During the nine months ended September 30, 1999, the Company:
- obtained a $40,000 loan secured by first mortgages on eight
properties, and
- obtained cash proceeds of approximately $12,411 from the sale
of properties and recognized a corresponding gain of
approximately $2,483 for financial reporting purposes
During the nine months ended September 30, 1999, the Company
utilized funds of:
- approximately $39,500 to pay down its unsecured revolving term
loan
- approximately $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,
- approximately $6,400 for a loan to IRTCCII, consisting of
approximately $3,800 for the acquisition of 23 acres of
undeveloped land in Miramar, Florida, and approximately $2,600
for the acquisition of a shopping center and 9.1 acres of
undeveloped land in Pasco County, 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 nine months ended September 30,
2000, rental income from the Company's portfolio of shopping center
investments:
- increased approximately $1,187 and $1,645,
respectively, for the core portfolio,including a one
time lease termination payment of $1,189, and a
one-time write-off of $223 of accounts receivable,
- increased approximately $29 and $531, respectively,
due to the acquisition of two shopping centers in the
first quarter of 1999, and
- decreased approximately $416 and $1,446,
respectively, due to sales of two investments in the
first quarter of 2000, one sale during the third
quarter of 2000, and four in the second quarter of
1999.
During the three months and nine months ended September 30,
1999, compared to the corresponding periods of 1998, rental income from
the Company's portfolio of shopping center investments:
- increased approximately $416 and $1,160,
respectively, for the core portfolio,
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<PAGE> 11
- increased approximately $1,399 and $6,302,
respectively, due to the acquisition of two shopping
centers in 1999 and nine shopping centers in 1998,
and
- decreased approximately $509 and $833, respectively,
due to the sale of five 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 $1,365 and $2,459,
respectively, due to six centers under redevelopment,
and
- included amounts billed to the Jitney Jungle stores
for the common area maintenance and tax
reimbursements for the third quarter of 1999.
Percentage rentals received from shopping center investments,
excluding percentage rentals received from the two Wal-Mart investments
classified as direct financing leases, totaled approximately $133 and
$189 during the three months ended September 30, 2000 and 1999,
respectively, and $884 and $931 during the nine months ended September
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 nine months ended
September 30, 2000 increased approximately $171 and $561, respectively,
due primarily to interest accrued on development loans.
During the three months and nine months ended September 30,
2000, operating expenses related to the Company's portfolio of real
estate investments:
- increased approximately $193 and $584, respectively,
for the core portfolio,
- increased approximately $32 and $156, respectively,
due to the acquisition of two shopping centers in the
first quarter of 1999, and
- decreased approximately $136 and $449, respectively,
due to the sale of two properties in the first
quarter of 2000, one property in the third quarter of
2000, and four in the second quarter of 1999.
11
<PAGE> 12
During the three months and nine months ended September 30,
1999, operating expenses related to the Company's portfolio of real
estate investments:
- increased approximately $307 and $353, respectively,
for the core portfolio,
- increased approximately $348 and $1,608,
respectively, due to the acquisition of two shopping
center investments in 1999 and nine shopping center
investments in 1998, and
- decreased approximately $110 and $319, respectively,
due to the sale of an apartment investment in 1998.
During the three months and nine months ended September 30,
2000, interest expense on mortgages decreased from the three months and
nine months ended September 30, 1999 approximately $286 and $73,
respectively, primarily due to the repayment of $3,520 on a 7.75%
mortgage loan at its scheduled maturity in the first quarter of 2000,
the repayment of $3,332 on a 9.88% mortgage loan at its scheduled
maturity in December 1999, net of 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.
Interest expense on bank indebtedness increased approximately
$365 and $279, respectively, for the three months and nine months ended
September 30, 2000. The Company had average borrowings of approximately
$24,846 and $7,373 at effective interest rates of 7.92% and 6.55%,
which rates reflect increases in market rates, generally, under its
variable rate bank credit facility during the three months ended
September 30, 2000 and 1999, respectively. The Company had average
borrowings of approximately $22,131 and $19,960 at effective interest
rates of 7.51% and 6.38%, which rates reflect higher rates generally in
the latest nine months compared to the same period of 1999, under its
variable rate bank credit facility during the nine months ended
September 30, 2000 and 1999, respectively. The Company incurred
commitment fees of approximately $52 and $58 for the three months ended
September 30, 2000 and 1999, respectively, which are included in this
interest expense. The Company incurred commitment fees of approximately
$152 and $149 for the nine months ended September 30, 2000 and 1999,
respectively.
The net increase of $351 and $490 in depreciation expense for
the three months and nine months ended September 30, 2000 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, one in the third quarter of 2000, and
four properties in the second quarter of 1999.
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<PAGE> 13
The net increase in general and administrative expense of
approximately $363 and $197 for the three months and nine months ended
September 30, 2000, respectively, was primarily due to compensation
expense that was accrued in third quarter of 2000 but not in the third
quarter of 1999.
On August 16, 2000, IRT entered into a Strategic Partnership
and Warrant Agreement and a Marketing Services Agreement with
StoreTrax.com, Inc. Pursuant to the Marketing Services Agreement,
StoreTrax.com will be the exclusive source on the internet for
publishing leasing information about IRT's commercial properties other
than IRT's own website. In exchange for entering into this exclusive
arrangement with StoreTrax.com, IRT received a warrant to purchase up
to 1.5% of the outstanding shares on August 16, 2000 of StoreTrax.com's
common stock.
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 nine months ended September 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.
13
<PAGE> 14
The following data is presented with respect to the calculation of
funds from operations under the NAREIT definition for the three months and nine
months ended September 30, 2000 and 1999 (in thousands, except per share data):
<TABLE>
<CAPTION>
FUNDS FROM OPERATIONS ("FFO"): Three Months Ended Nine Months Ended
September 30, September 30,
----------------------- ------------------------
2000 1999 2000 1999
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net earnings $ 6,745 $ 6,168 $ 22,318 $ 21,333
Gain on sales of properties (644) -- (3,382) (2,483)
Depreciation * 3,724 3,434 10,723 10,309
Amortization of capitalized leasing fees * 211 134 582 343
Amortization of capitalized leasing income 44 34 117 116
-------- ------- -------- --------
Funds From Operations 10,080 9,770 30,358 29,618
Interest on convertible debentures 425 424 1,274 1,274
Amortization of convertible debenture costs 25 25 75 75
Amounts attributable to minority interests 209 168 656 689
-------- ------- -------- --------
Fully Diluted Funds From Operations $ 10,739 $10,387 $ 32,363 $ 31,656
======== ======= ======== ========
Per Share:
Fully Diluted Funds From Operations $ 0.31 $ 0.29 $ 0.93 $ 0.88
======== ======= ======== ========
Applicable weighted average shares 34,324 36,036 34,720 36,034
======== ======= ======== ========
</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
<TABLE>
<S> <C> <C> <C> <C>
Tenant Improvements:
Renovation $ -- $ 40 $ -- $ 94
Tenant Improvements - Anchors 623 168 1,083 168
Tenant Improvements - Non-anchors 470 79 952 627
Expansion 507 -- 1,302 --
-------- ------- -------- --------
Total tenant improvements 1,600 287 3,337 889
-------- ------- -------- --------
Capital expenditures:
Shopping centers 2,064 1,691 4,959 3,228
Industrial -- 18 6 39
-------- ------- -------- --------
Total capital expenditures 2,064 1,709 4,965 3,267
-------- ------- -------- --------
Total improvements $ 3,664 $ 1,996 $ 8,302 $ 4,156
======== ======= ======== ========
Leasing fees paid $ 414 $ 375 $ 1,148 $ 880
======== ======= ======== ========
</TABLE>
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<PAGE> 15
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
(10.1) First Amended and Restated Credit Agreement dated as of
November 1, 2000.
(10.2) Modification of Financial Covenants of the Revolving Loan
Credit Agreement dated as of November 1, 1999.
(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 nine months ended September 30, 2000.
(b) Reports on Form 8-K. No reports on Form 8-K were filed by the Company
during the three months ended September 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: November 13, 2000 /s/ Thomas H. McAuley
------------------- -----------------------------------
Thomas H. McAuley
President & Chief Executive Officer
Date: November 13, 2000 /s/ James G. Levy
------------------- -----------------------------------
James G. Levy
Executive Vice President &
Chief Financial Officer
15
