<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): April 18, 1997
Merry Land & Investment Company, Inc.
(Exact name of registrant as specified in its charter)
Georgia 001-11081
(State or other jurisdiction of incorporation) (Commission File Number)
58-0961876
(I.R.S. Employer I.D. Number)
624 Ellis Street, Augusta, Georgia 30901
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 706/722-6756
____________________________________________________________
(Former name or former address, if changed since last report)
**********************************************************************
Filed: August 6, 1997
<PAGE>
ITEM 5. OTHER EVENTS. Merry Land & Investment Company, Inc. (the
"Company") acquired the two following apartment properties in the second
quarter of 1997, for which financial statements are being filed herewith.
A. HOUSTON, TEXAS. The Company has acquired an apartment property
in Houston, Texas. The apartment property is described as follows:
<TABLE>
<CAPTION>
Acquisition
Name of Sellers Market Date Acquired Cost Occupancy
Apartments <F1> Location in 1997 Units <F2> Debt Assumed <F3>
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Ranchstone Ranchstone Houston, May 8 220 $11,250,000 None 100%
Apartments Apartments, Ltd., Texas
a Texas limited
partnership
- -------------------------------------------------------------------------------------------------
<FN>
<F1> The seller is not related to or affiliated with the Company.
<F2> Includes acquisition costs incurred to date.
<F3> Physical occupancy at July 30, 1997.
</TABLE>
The acquisition was paid for with cash. The seller was unrelated to
the Company.
The acquisition was made only after a detailed review of the
property's physical condition, anticipated capital expenditures, occupancy
rates, expenses including utility rates, maintenance, grounds, property
taxes and insurance all of which were compared to competitive properties.
The Company is not aware of any factors which would cause the reported
financial information not to be necessarily indicative of future operating
results.
B. ORLANDO, FLORIDA. The Company has also acquired an apartment
property in Orlando, Florida. The apartment property acquired is described
as follows:
<TABLE>
<CAPTION>
Name of Date Acquired Acquisition Cost Debt Assumed Occupancy
Apartments Seller<F1> Market Location in 1997 Units <F2> <F3>
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Polos East Gray Lumber Company, Orlando, April 18 308 $16,000,000 none 96.1%
Apartments a Virginia corporation Florida
Grayland Company, L.P.,
a Virginia limited partnership
NationsBank, N.A., f/k/a
NationsBank of Virginia, N.A. and
Elmon T. Gray, as Trustees
under the will of Garland Gray
- ----------------------------------------------------------------------------------------------------
<FN>
<F1> The seller is not related to or affiliated with the Company.
<F2> Includes acquisition costs incurred to date.
<F3> Physical occupancy at July 30, 1997.
</TABLE>
The sellers were unrelated to the Company. The acquisition was paid
for with cash.
The acquisition was made only after a detailed review of the
property's physical condition, anticipated capital expenditures, occupancy
rates, expenses including utility rates, maintenance, grounds, property
taxes and insurance all of which were compared to competitive properties.
The Company is not aware of any factors which would cause the reported
financial information not to be necessarily indicative of future operating
results.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Attached hereto are pro forma
statements of income and audited statement of excess revenues over specific
operating expenses with respect to Ranchstone Apartments and Polos East
Apartments acquisitions.
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Signature Blocks on Following Page
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
MERRY LAND & INVESTMENT COMPANY,
INC.
(Registrant)
/s/
By:____________________________
Dorrie E. Green
As Its Vice President
<PAGE>
STATEMENTS OF EXCESS OF REVENUES OVER
SPECIFIC OPERATING EXPENSES FOR THE PERIOD FROM
INCEPTION TO DECEMBER 31, 1996 AND THE THREE MONTHS ENDED
MARCH 31, 1997
TOGETHER WITH AUDITORS' REPORT
<PAGE>
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Shareholders and
Board of Directors of
Merry Land & Investment Company, Inc.:
We have audited the accompanying statement of excess of revenues over
specific operating expenses of RANCHSTONE APARTMENTS for the period from
inception to December 31, 1996. This financial statement is the
responsibility of management. Our responsibility is to express an opinion
on this financial statement based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the statement of excess of
revenue over specific operating expenses is free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the statement of excess of revenues over
specific operating expenses. An audit also includes assessing the
accounting principles used and significant estimates made by management,as
well as evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.
As described in Note 2, the financial statement excludes certain expenses
that would not be comparable with those resulting from the operations of
the property after acquisition by Merry Land & Investment Company, Inc. The
accompanying financial statement was prepared for the purpose of complying
with the rules and regulations of the Securities and Exchange Commission
and is not intended to be a complete presentation of the property's revenue
and expenses.
In our opinion, the statement of excess of revenues over specific operating
expenses referred to above presents fairly, in all material respects, the
excess of revenues over specific operating expenses (exclusive of expenses
described in Note 2) of RANCHSTONE APARTMENTS for the period from inception
to December 31,1996 in conformity with generally accepted accounting
principles.
/s/Arthur Andersen LLP
Atlanta, Georgia
May 28, 1997
<PAGE>
RANCHSTONE APARTMENTS
STATEMENTS OF EXCESS OF REVENUES OVER SPECIFIC OPERATING
EXPENSES FOR THE PERIOD FROM INCEPTION TO DECEMBER 31, 1996
AND THE THREE MONTHS ENDED MARCH 31, 1997
<TABLE>
<CAPTION>
Period from Three Months
Inception to Ended
December 31, March 31,
1996 1997
---------- ----------
(Unaudited)
<S> <C> <C>
REVENUES:
Rents (Note 1) $741,766 $403,932
Other Income 43,738 26,001
---------- ----------
Total revenues 785,504 429,933
---------- ----------
SPECIFIC OPERATING EXPENSES (Note 2):
Real estate taxes 127,529 78,003
Personnel 132,777 34,074
Utilities 69,929 20,637
General and administrative 78,506 11,250
Repairs, maintenance, and contract services 32,998 10,012
Marketing 28,436 8,098
Property insurance 36,017 7,583
---------- ----------
Total specific operating expenses 506,192 169,657
---------- ----------
EXCESS OF REVENUES OVER SPECIFIC
OPERATING EXPENSES $279,312 $260,276
========== ==========
</TABLE>
The accompanying notes are an integral part of these statements.
<PAGE>
RANCHSTONE APARTMENTS
NOTES TO THE STATEMENTS OF EXCESS OF REVENUES
OVER SPECIFIC OPERATING EXPENSES
FOR THE PERIOD FROM INCEPTION TO DECEMBER 31, 1996
AND THE THREE MONTHS ENDED MARCH 31,1997
1.ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Description of Property
- -------------------------
On May 8, 1996, Merry Land & Investment Company, Inc. ("Merry Land")
purchased Ranchstone Apartments, a 220-unit apartment complex located in
Houston, Texas, from Ranchstone Apartments, Ltd. for approximately $11.25
million cash.
Rental Income
- -------------
Rents from leases are accounted for ratably over the term of each lease
which is generally for a period of 12 months or less.
2.BASIS OF ACCOUNTING
The accompanying statements of excess of revenues over specific operating
expenses are presented on the accrual basis. The statements have been
prepared in accordance with the applicable rules and regulations of the
Securities and Exchange Commission for real estate properties acquired.
Accordingly, the statements exclude certain historical expenses not
comparable to the operations of the property after acquisition by Merry
Land, such as depreciation, interest and management fees.
Merry Land has elected to be taxed as a real estate investment trust
("REIT") under the Internal Revenue Code and intends to maintain its
qualification as a REIT in the future. Accordingly, no provision for
federal or state income taxes is required.
<PAGE>
POLO'S EAST APARTMENTS
STATEMENTS OF EXCESS OF REVENUES OVER
SPECIFIC OPERATING EXPENSES FOR THE YEAR ENDED
DECEMBER 31, 1996 AND THE THREE MONTHS
ENDED MARCH 31, 1997
TOGETHER WITH AUDITORS' REPORT
<PAGE>
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Shareholders and
Board of Directors of
Merry Land & Investment Company, Inc.:
We have audited the accompanying statement of excess of revenues over
specific operating expenses of POLO'S EAST APARTMENTS for the year ended
December 31, 1996. This financial statement is the responsibility of
management. Our responsibility is to express an opinion on this financial
statement based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the statement of excess of
revenue over specific operating expenses is free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the statement of excess of revenues over
specific operating expenses. An audit also includes assessing the
accounting principles used and significant estimates made by management as
well as evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.
As described in Note 2, the financial statement excludes certain expenses
that would not be comparable with those resulting from the operations of
the property after acquisition by Merry Land & Investment Company, Inc. The
accompanying financial statement was prepared for the purpose of complying
with the rules and regulations of the Securities and Exchange Commission
and is not intended to be a complete presentation of the property's revenue
and expenses.
In our opinion, the statement of excess of revenues over specific operating
expenses referred to above presents fairly, in all material respects, the
excess of revenues over specific operating expenses (exclusive of expenses
described in Note 2) of POLO'S EAST APARTMENTS for the year ended December
31,1996 in conformity with generally accepted accounting principles.
\s\Arthur Andersen LLP
Atlanta, Georgia
May 30, 1997
<PAGE>
POLO'S EAST APARTMENTS
STATEMENTS OF EXCESS OF REVENUES OVER SPECIFIC OPERATING
EXPENSES FOR THE YEAR ENDED DECEMBER 31, 1996 AND THE
THREE MONTHS ENDED MARCH 31, 1997
<TABLE>
<CAPTION>
Three Months
Year Ended Ended
December 31, March 31,
1996 1997
---------- ----------
(Unaudited)
<S> <C> <C>
REVENUES:
Rents (Note 1) $2,181,820 $554,011
Other Income 106,597 27,634
---------- ----------
Total revenues 2,288,417 581,645
---------- ----------
SPECIFIC OPERATING EXPENSES (Note 2):
Real estate taxes 235,268 58,817
Personnel 173,759 43,200
Utilities 119,573 29,349
General and administrative 36,521 9,183
Repairs, maintenance, and contract services 95,943 59,646
Marketing 18,524 12,638
Property insurance 33,753 8,438
---------- ----------
Total specific operating expenses 713,341 221,271
---------- ----------
EXCESS OF REVENUES OVER SPECIFIC
OPERATING EXPENSES $1,575,076 $360,374
========== ==========
</TABLE>
The accompanying notes are an integral part of these statements.
<PAGE>
POLO'S EAST APARTMENTS
NOTES TO STATEMENT OF EXCESS OF REVENUES
OVER SPECIFIC OPERATING EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 1996
AND THE THREE MONTHS ENDED MARCH 31, 1997
1.ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
On April 18, 1997, Merry Land & Investment Company, Inc. ("Merry Land")
purchased the 308 unit apartment complex located in Orlando, Florida, from
Grayland Company, L.P., et al., for $16 million cash.
Rental Income
Rents from leases are accounted for ratably over the term of each lease
which is generally for a period of twelve months or less.
2.BASIS OF ACCOUNTING
The accompanying statements of excess of revenues over specific operating
expenses are presented on the accrual basis. The statements have been
prepared in accordance with the applicable rules and regulations of the
Securities and Exchange Commission for real estate properties acquired.
Accordingly, the statements exclude certain historical expenses not
comparable to the operations of the property after acquisition by Merry
Land, such as depreciation, interest and management fees.
Merry Land has elected to be taxed as a real estate investment trust
("REIT") under the Internal Revenue Code and intends to maintain its
qualification as a REIT in the future. Accordingly, no provision for
federal or state income taxes is required.
