SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM __________ TO
__________
Commission file number 1-8459
NEW PLAN REALTY TRUST AND SUBSIDIARIES
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 13-1995781
(State or other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
1120 Avenue of the Americas, New York, New York 10036
(Address of Principal Executive Office) (Zip Code)
212-869-3000
Registrant's Telephone Number
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 and Exchange Act of 1934 during the preceding 12
months and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No
The number of shares outstanding at November 30, 1994 was
52,761,697.
Total number of pages 9
<PAGE>
NEW PLAN REALTY TRUST AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
OCTOBER 31, 1994 AND JULY 31, 1994
(UNAUDITED)
(IN THOUSANDS)
ASSETS: 10/31/94 7/31/94
______ ________ _______
Real estate, at cost
Land and buildings $661,781 $621,342
Less accumulated depreciation
and amortization 52,555 49,102
________ ________
609,226 572,240
Cash and cash equivalents 1,867 3,116
Marketable securities (Note B) 5,991 6,293
Mortgages and notes receivable 22,90 22,910
Trade and notes receivable 6,268 6,290
Other receivables 1,832 1,628
Prepaid expenses and deferred charges 3,046 2,429
Other assets 1,833 2,087
________ ________
TOTAL ASSETS $652,964 $616,993
======== ========
LIABILITIES:
___________
Mortgages payable $ 33,422 $ 28,060
Notes payable (Note C) 39,000 7,500
Other liabilities 11,496 13,666
Tenants' security deposits 2,498 2,274
________ ________
TOTAL LIABILITIES 86,416 51,500
________ ________
SHAREHOLDERS' EQUITY:
____________________
Shares of beneficial interest without
par value, unlimited authorization;
issued and outstanding** 612,481 609,067
Less:
Loans receivable for share purchases 3,628 3,630
Distributions in excess of
net income 42,305 39,944
________ ________
TOTAL SHAREHOLDERS' EQUITY 566,548 565,493
________ ________
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $652,964 $616,993
======== ========
** SHARES ISSUED AND OUTSTANDING 52,761 52,594
====== ======
See accompanying notes to consolidated financial statements.
NEW PLAN REALTY TRUST AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(IN THOUSANDS EXCEPT FOR PER SHARE AMOUNTS)
THREE MONTHS ENDED
10/31/94 10/31/93
________ ________
REVENUES
________
Rental income and
related revenues $29,138 $20,057
Interest and dividend
income 823 1,847
_______ _______
29,961 21,904
_______ _______
OPERATING EXPENSES
Operating costs 6,925 4,106
Leasehold rents 139 109
Real estate and other taxes 2,691 2,199
Interest expenses 741 450
Depreciation and amortization 3,473 2,400
Provision for doubtful accounts,
net of recoveries (Note E) 238 279
_______ _______
TOTAL OPERATING EXPENSES 14,207 9,543
_______ _______
Administrative expenses 495 791
_______ _______
INCOME BEFORE GAIN ON SALE
OF PROPERTY AND SECURITIES 15,259 11,570
_______ _______
Gain on sale of property 468
Gain on sale of securities, net 26
_______ _______
NET INCOME $15,259 $12,064
======= =======
NET INCOME PER SHARE $0.29 $0.25
DIVIDENDS PER SHARE $0.335 $0.325
WEIGHTED AVERAGE SHARES
OUTSTANDING 52,646 49,005
See accompanying notes to consolidated financial statements.
<PAGE>
NEW PLAN REALTY TRUST AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)(IN THOUSANDS)
THREE MONTHS ENDED
10/31/94 10/31/93
________ ________
OPERATING ACTIVITIES
____________________
Net Income $15,259 $12,064
Adjustment to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 3,473 2,400
_______ _______
18,732 14,464
Gain on sale of property -- (468)
Gain on sale of securities, net -- (26)
Changes in operating assets and
liabilities, net
Increase in trade and notes
receivable (208) (1,109)
Increase in other receivables (204) (97)
Increase in allowance for doubtful
accounts 230 274
Increase in other liabilities 1,243 1,125
Increase in net sundry assets
and liabilities (160) (2,290)
_______ _______
NET CASH PROVIDED BY OPERATING
ACTIVITIES 19,633 11,873
_______ _______
INVESTING ACTIVITIES
____________________
Sales of marketable securities 302 18,004
Purchases of marketable securities -- (81)
Net proceeds from the sale of property -- 2,005
Purchase and improvement of properties (38,408) (61,450)
Repayment of mortgage notes receivable 9 4
_______ _______
NET CASH USED IN INVESTING
ACTIVITIES (38,097) (41,518)
_______ _______
FINANCING ACTIVITIES
____________________
Distributions to shareholders (17,620) (15,913)
Issuance of shares of beneficial
interest pursuant to dividend
reinvestment plan 3,395 3,573
Issuance of shares of beneficial interest
upon exercise of stock options 19 173
Repayment of short-term debt (7,500)
Proceeds from short-term debt 39,000
Principal payments on mortgages (81) (98)
Repayment of mortgages (5,794)
Repayment of loans receivable for the
purchase of shares of beneficial interest 2 85
_______ _______
NET CASH PROVIDED BY/(USED IN)
FINANCING ACTIVITIES 17,215 (17,974)
_______ _______
DECREASE IN CASH AND CASH
EQUIVALENTS (1,249) (47,619)
Cash and cash equivalents at beginning
of year 3,116 102,312
_______ ________
CASH AND CASH EQUIVALENTS AT END
OF PERIOD $ 1,867 $ 54,693
======= ========
See accompanying notes to consolidated financial statements.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
__________________________________________
Note A:
The accompanying unaudited condensed consolidated financial
statements have been prepared by the Trust pursuant to the rules
of the Securities and Exchange Commission ("SEC") and, in the
opinion of the Trust, include all adjustments (consisting of
normal recurring adjustments) necessary for a fair presentation
of financial position, results of operations and cash flows in
accordance with generally accepted accounting principles.
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 such SEC rules. The Trust believes that the
disclosures made are adequate to make the information presented
not misleading. The consolidated statements of income for the
three months ended October 31, 1994 are not necessarily
indicative of the results expected for the full year. It is
suggested that these financial statements be read in conjunction
with the audited financial statements and notes thereto included
in the Trust's latest annual report on Form 10-K.
Note B: Marketable securities
Equity securities are carried at the lower cost or market while
debt securities are carried at cost.
Marketable securities consist of the following (in thousands):
10/31/94 7/31/94
________ _______
Equity securities $ 977 $ 977
Debt securities 4,618 4,621
Insured bank
certificates of deposit 396 695
________ _______
$ 5,991 $ 6,293
======== =======
The aggregate market value of the marketable securities at
October 31, 1994 and July 31, 1994 was $5,828,000 and $6,481,000,
respectively.
Note C: Notes Payable
In September 1994 the Trust amended the 364 day unsecured
revolving credit facility dated December 30, 1993 to increase the
limit on borrowing from $65 million to $100 million. At the time
of borrowing, the Trust can choose from three interest rate
options. There are restrictive covenants that place a ceiling on
total indebtedness of the lesser of 50% of tangible net worth or
$250,000,000, a ceiling on mortgage indebtedness of $105,000,000,
a minimum interest coverage ratio of 2.5 to 1 and a minimum
tangible net worth of $400,000,000. At October 31, 1994, the
average interest rate on outstanding notes was 5.49%.
Note D: Supplemental Cash Flow Information
State and local income taxes paid for the three months ended
October 31, 1994 and 1993 were $41,000 and $42,000, respectively.
Interest paid for the three months ended October 31, 1994 and
1993 was $1,005,000 and $454,000, respectively.
Interest costs capitalized for the three months ended October 31,
1994 were $364,000.
The Trust entered into the following non-cash investing and
financing activities (in thousands):
10/31/94
________
Mortgage obligations assumed upon
the purchase of property $ 5,443
Note E: Provision for Doubtful Accounts
The provision for doubtful accounts is net of recoveries. For
the three months ended October 31, 1994 and 1993, recoveries were
$120,000 and $94,000, respectively.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
I. Liquidity and Capital Resources
On October 31, 1994 the Trust had $7,858,000 in available
cash, cash equivalents and marketable securities.
During the three month period ended October 31, 1994, the
Trust paid approximately $27,300,000 to acquire five
shopping centers (587,000 gross leasable square feet) and
one apartment property (164 units).
Debt at October 31, 1994 consisted of $33,422,000 of
mortgages payable and short term notes payable of
$39,000,000. The notes payable are from the Trust's
$100,000,000 unsecured revolving credit facility which was
put into place in December, 1993.
The dividend reinvestment program provided $3,395,000 during
the three month period ended October 31, 1994. In addition,
the Trust made dividend distributions of $17,620,000 to
shareholders, paid $27,300,000 to acquire new properties and
spent approximately $11,100,000 in improvements to
properties.
Funds from operations (net income plus depreciation and
amortization of properties less gains from asset sales)
increased $4,762,000 to $18,732,000 from $13,970,000 in the
prior year's comparable three month period.
The Trust is continuing its acquisition program which will
be financed largely by the use of its $100 million unsecured
revolving credit facility.
II. Results of operations for the nine months ended April 30,
1994 and 1993
A. Revenues
Rental income and related revenues increased $9,081,000
to $29,138,000. The increase was primarily due to the
acquisition of new properties. In addition, there was
an increase in revenues in all categories of properties
owned in both periods.
Interest and dividend income decreased $1,024,000 due
to a significantly reduced investment base during this
period compared to the prior year. The lower
investment base is a result of the purchase of 31
properties (three factory outlet centers, 20 shopping
centers, eight apartments) since July 31, 1993.
B. Operating Expenses
Operating costs and leasehold rents increased by
$2,849,000 to $7,064,000. The increase was due
primarily to the acquisition of new properties.
Real estate and other taxes increased by $492,000 to
$2,691,000. The increase was due primarily to new
property acquisitions.
Interest expense increased $291,000 to $741,000.
Mortgage interest increased due to a higher level of
debt caused by the assumption of mortgages in
connection with the purchase of two properties and the
use of the Trust's $100 million unsecured revolving
line of credit. The increase in interest expense was
partially offset by the capitalization of interest on
construction projects which are expanding factory
outlets and a shopping center.
Depreciation and amortization of properties increased
$1,073,000 due primarily to the acquisition of
properties.
Provision for doubtful accounts, net recoveries,
decreased principally because provisions for loss were
lower than they were in the first quarter of fiscal
1993.
C. Administrative Expenses
Administrative expenses as a percentage of total
revenues decreased to 1.7% from 3.6%. The decrease was
due primarily to the increase in revenue from newly
acquired properties.
D. Gains on property and securities
There were no property sales or gains or losses from
sale of securities during the quarter ended October 31,
1994.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: Exhibit 27 - Financial Data Schedule
Filed for EDGAR filing purposes only.
(b) During the period covered by this report the Trust
filed the following:
1. Form 8-K dated August 8, 1994 and Form 8-K/A
Amendment No. 1 dated October 6, 1994. These
reports contained items 2 and 7.
2. Form 8-K/A Amendment No. 1 dated September 1,
1994 to Form 8-K filed July 14, 1994. This
report contained item 7.
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 thereunto duly
authorized.
Dated: December 9, 1994
NEW PLAN REALTY TRUST
By: /s/ MICHAEL I. BROWN
______________________
MICHAEL I. BROWN
Chief Financial Officer<PAGE>
EXHIBIT INDEX
Number Description Page
_____ ___________ ____
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> This Schedule contains summary financial information
extracted from the consolidated balance sheets and consolidated
statements of income and is qualified in its entirety by
reference to such financial statements.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUL-31-1994
<PERIOD-END> OCT-31-1994
<CASH> 1,867
<SECURITIES> 5,991
<RECEIVABLES> 8,830
<ALLOWANCES> (2,562)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 661,781
<DEPRECIATION> 52,555
<TOTAL-ASSETS> 652,964<F1>
<CURRENT-LIABILITIES> 0
<BONDS> 72,444
<COMMON> 608,853
0
0
<OTHER-SE> (42,305)
<TOTAL-LIABILITY-AND-EQUITY> 652,964<F2>
<SALES> 0
<TOTAL-REVENUES> 29,961
<CGS> 0
<TOTAL-COSTS> 13,969
<OTHER-EXPENSES> 495
<LOSS-PROVISION> 238
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 15,259
<INCOME-TAX> 0
<INCOME-CONTINUING> 15,259
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 15,259
<EPS-PRIMARY> .29
<EPS-DILUTED> .29
<FN>
<F1> Additional Liabilities not shown are: Other Liabilities, and
Tenants' Security Deposits which total 13,994.
<F2> Other Assets not shown are: Other Receivables, Prepaid
Expenses and Deferred Charges, and Other Assets which total
29,612.
</TABLE>
