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, 1995
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 27, 1995 was 57,441,422.
Total number of pages 12
<PAGE>
NEW PLAN REALTY TRUST AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED OCTOBER 31,
(UNAUDITED)
(IN THOUSANDS EXCEPT FOR PER SHARE AMOUNTS)
1995 1994
_______ _______
REVENUES
________
Rental income and
related revenues $36,463 $29,138
Interest and dividend
income 1,332 823
_______ _______
37,795 29,961
_______ _______
OPERATING EXPENSES
__________________
Operating costs 8,421 6,925
Leasehold rents 168 139
Real estate and other
taxes 3,293 2,691
Interest expense 4,046 741
Depreciation and amortization 4,523 3,473
Provision for doubtful accounts,
net of recoveries (Note C) 324 238
_______ _______
TOTAL OPERATING EXPENSES 20,775 14,207
_______ _______
Administrative expenses 747 495
_______ _______
INCOME BEFORE GAIN ON SALE
OF SECURITIES 16,273 15,259
_______ _______
Gain on sale of securities, net 1 --
_______ _______
NET INCOME $16,274 $15,259
======= =======
NET INCOME PER SHARE $ .31 $ 0.29
DIVIDENDS PER SHARE $ .345 $ 0.335
WEIGHTED AVERAGE SHARES
OUTSTANDING 53,320 52,646
See accompanying notes to consolidated financial statements.
<PAGE>
NEW PLAN REALTY TRUST AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
OCTOBER 31, JULY 31,
1995 1995
(UNAUDITED)
_________ ________
ASSETS
______
Real estate, at cost
Land $139,511 $135,101
Buildings and improvements 655,520 629,979
________ ________
795,031 765,080
Less accumulated depreciation
and amortization 68,464 64,00
________ ________
726,567 701,073
Cash and cash equivalents 26,299 51,889
Marketable securities 5,452 6,051
Mortgages and notes receivable 22,624 22,874
Receivables
Trade and notes, net of allowance
for doubtful accounts 8,334 6,864
Other 1,182 1,122
Prepaid expenses and deferred charges 6,331 5,056
Other assets 2,760 1,707
________ ________
TOTAL ASSETS $799,549 796,636
======== ========
LIABILITIES
___________
Mortgages payable $27,156 $27,295
Senior Notes, net of unamortized discount 179,389 179,357
Other liabilities 17,852 16,745
Tenants' security deposits 2,708 2,710
________ ________
TOTAL LIABILITIES 227,105 226,107
________ ________
COMMITMENTS AND CONTINGENCIES - -
_____________________________
SHAREHOLDERS' EQUITY
____________________
Preferred shares, par value $1.00,
authorized 1,000,000 shares; none issued -
Shares of beneficial interest without par
value, unlimited authorization; issued
and outstanding (October 31, 1995 -
53,441,422; July 31, 1995 - 52,262,565) 626,328 622,562
Less loans receivable for the purchase of
shares of beneficial interest 3,260 3,370
Add unrealized gain on securities reported
at fair value 324 182
________ ________
623,392
619,374
Less distributions in excess of net income 50,948 48,845
________ ________
TOTAL SHAREHOLDERS' EQUITY 572,444 570,529
________ ________
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $799,549 $796,636
======== ========
See accompanying notes to consolidated financial statements.
<PAGE>
NEW PLAN REALTY TRUST AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTH ENDED OCTOBER 31,
(UNAUDITED)(IN THOUSANDS)
1995 1994
________ ________
OPERATING ACTIVITIES
____________________
Net Income $16,274 $15,259
Adjustment to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 4,523 3,473
_______ _______
20,797 18,732
Gain on sale of securities, net (1) --
Changes in operating assets
and liabilities, net
Increase in trade and notes receivable (1,735) (208)
Increase in other receivables (60) (204)
Increase in allowance for doubtful accounts 265 230
Increase in other liabilities 1,107 1,243
Increase in net sundry assets and liabilities (2,362) (160)
_______ _______
NET CASH PROVIDED BY OPERATING ACTIVITIES 18,011 19,633
_______ _______
INVESTING ACTIVITIES
____________________
Sales of marketable securities 740 302
Purchase and improvement of properties (29,951) (38,408)
Repayment of mortgage notes receivable 250 9
_______ _______
NET CASH USED IN INVESTING ACTIVITIES (28,961) (38,097)
_______ _______
FINANCING ACTIVITIES
____________________
Distributions to shareholders (18,377) (17,620)
Issuance of shares of beneficial interest
pursuant to dividend reinvestment plan 3,602 3,395
Issuance of shares of beneficial interest upon
exercise of stock options 164 19
Repayment of short-term debt -- (7,500)
Proceeds from short-term debt -- 39,000
Principal payments on mortgages (139) (81)
Repayment of loans receivable for the purchase
of shares of beneficial interest 110 2
_______ _______
NET CASH (USED IN)/PROVIDED BY
FINANCING ACTIVITIES (14,640) 17,215
_______ _______
DECREASE IN CASH AND CASH EQUIVALENTS (25,590) (1,249)
Cash and cash equivalents at beginning of year 51,889 3,116
_______ _______
CASH AND CASH EQUIVALENTS AT END OF PERIOD $26,299 $ 1,867
======= =======
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 month periods ended October 31, 1995 and 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: Supplemental Cash Flow Information
State and local income taxes paid for the three months ended October 31, 1995
and 1994 were $1,000 and $41,000, respectively.
Interest paid for the three months ended October 31, 1995 and 1994 was
$4,747,000 and $1,005,000, respectively.
Interest costs capitalized for the three months ended October 31, 1995 were
$35,000.
Note C: Provision for Doubtful Accounts
The provision for doubtful accounts is net of recoveries. For the three
months ended October 31, 1995 and 1994, recoveries were $260,000 and
$120,000, respectively.
Note D: Purchase of Properties
The Trust has entered into a contract to purchase eight shopping centers
containing approximately 1.6 million gross rentable square feet for an
aggregate price of approximately $117 million. The properties are located
in Michigan (6), New York (1) and Ohio (1). The Trust is in the process of
completing its due diligence review.
Note E: Impact of New Accounting Statement
In October 1995, the Financial Accounting Standards Board issued its
Statement of Financial Accounting Standards No. 123 "Accounting for Stock-
Based Compensation," which will be effective for financial statements issued
for fiscal years beginning after December 15, 1995. The Trust is currently
evaluating the impact of this statement.
Note F: Subsequent Events
On November 14, 1995 the Trust issued 4,000,000 shares of beneficial interest
through a public offering. Proceeds received by the Trust, net of issuing
costs and commissions, were $80,020,000.
On November 10, 1995 the Trust's unsecured revolving credit facility, which
provides for up to $100 million in borrowings, was extended to November 8,
1996.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
I. Liquidity and Capital Resources
On October 31, 1995 the Trust had $31,751,000 in available cash, cash
equivalents and marketable securities.
During the three month period ended October 31, 1995, the Trust paid
approximately $26,500,000 to acquire two shopping centers (396,000 gross
leasable square feet) and one apartment property (208 units).
Debt at October 31, 1995 consisted of $27,156,000 of mortgages payable
and senior notes payable of $179,389,000.
The dividend reinvestment program provided $3,602,000 during the three
month period ended October 31, 1995. In addition, the Trust made
dividend distributions of $18,377,000 to shareholders and paid
$3,451,000 for improvements to existing properties.
Funds from operations, defined as net income plus depreciation and
amortization of real estate less gains from asset sales, increased
$2,064,000 to $20,796,000 ($.39/share) from $18,732,000 ($.36/share) in
the prior year's comparable three month period.
The Trust has entered into a contract to purchase eight shopping centers
containing approximately 1.6 million gross rentable square feet for an
aggregate price of approximately $117 million. The properties are
located in Michigan (6), New York (1) and Ohio (1). The Trust is in the
process of completing its due diligence review.
II. Results of operations for the three months ended October 31, 1995 and
1994
A. Revenues
Rental income and related revenues increased $7.3 million to $36.5
million. The increase came primarily from the acquisition of
properties. All property categories contributed to the revenue
increase.
Interest and dividend income increased $509,000 to $1,332,000.
This was due primarily to higher investment balances from funds
received from the sale of Senior Notes that had not yet been
invested in real estate.
B. Operating Expenses
Operating costs and leasehold rents increased $1.5 million to $8.4
million. This was due to the aforementioned acquisition of
properties.
Real estate and other taxes increased $602,000 to $3.3 million.
The major reason for the increase was the aforementioned
acquisition of properties.
Interest expense increased approximately $3.3 million to $4
million. The increase was due to the issuance of Senior Notes
payable which were used to fund the Trust's property acquisition
program.
Depreciation and amortization of properties increased $1.1 million
to $4.5 million. The increase came from the acquisition and
expansion of properties.
Provision for doubtful accounts, net recoveries, increased $86,000
to $324,000. Provisions for uncollectables increased $215,000 and
recoveries increased $140,000.
C. Administrative Expenses
Administrative expenses for the current period are 2% of revenues.
The $252,000 increase is due primarily to increased personnel
related costs.
III. Impact of New Accounting Statement
In October 1995, the Financial Accounting Standards Board issued its
Statement of Financial Accounting Standards No. 123 "Accounting for Stock-
Based Compensation," which will be effective for financial statements issued
for fiscal years beginning after December 15, 1995. The Trust is currently
evaluating the impact of this statement.
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: Exhibit 11 - Statement Regarding Computation of Per Share
Earnings
Exhibit 27 - Financial Data Schedule. This Exhibit is
filed for Edgar filing purposes only.
(b) During the period covered by this report the Trust filed the
following:
1. Form 8-K/A Amendment No. 1 dated August 9, 1995 to Form 8-K
filed July 25, 1995. This report contained item 7.
2. Form 8-K dated October 20, 1995 and 8-K/A Amendment No. 1 dated
November 7, 1995 and are reports contained items 5 and 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 7, 1995
NEW PLAN REALTY TRUST
By: /s/ Michael I. Brown
______________________________
MICHAEL I. BROWN
Chief Financial Officer,
Controller
<PAGE>
EXHIBIT INDEX
Number Description Page
11 Statement Regarding Computation
of Per Share Earnings
27 Financial Data Schedule
<PAGE>
EXHIBIT 11
STATEMENT REGARDING COMPUTATION
OF PER SHARE EARNINGS
_______________________________
For The Three Months
____________________
Ended10/31/1995
_______________
Primary EPS Fully Diluted
___________ _____________
1 PROCEEDS UPON EXERCISE OF OPTIONS $41,218,425 $41,218,425
2 MARKET PRICE OF SHARES
CLOSING $22,000
AVERAGE $22,083
5 TREASURY SHARES THAT COULD BE PURCHASED 1,866,523 1,875,565
6 OPTION SHARES OUTSTANDING 2,076,050 2,076,050
7 COMMON STOCK EQUIVALENTS (EXCESS SHARES
UNDER OPTION OVER TREASURY SHARES THAT
COULD BE REPURCHASED) 209,527 202,485
8 AVERAGE NUMBER OF SHARES OUTSTANDING 53,320,429 53,320,429
9 TOTAL OF COMMON AND COMMON
EQUIVALENT SHARES 53,529,956 53,522,914
10 NET INCOME FOR THE PERIOD 16,273,915 16,273,915
11 EARNINGS PER SHARE .30 .30
12 REPORTED EARNINGS PER SHARE Not Applicable
<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-31-1995
<PERIOD-END> OCT-31-1995
<CASH> 26,299
<SECURITIES> 5,452
<RECEIVABLES> 8,334
<ALLOWANCES> 3,188
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 68,464
<DEPRECIATION> 795,031
<TOTAL-ASSETS> 799,544<FN>(1)
<CURRENT-LIABILITIES> 0
<BONDS> 206,545
<COMMON> 623,067
0
0
<OTHER-SE> (50,625)
<TOTAL-LIABILITY-AND-EQUITY> 799,549<FN>(2)
<SALES> 0
<TOTAL-REVENUES> 37,795
<CGS> 0
<TOTAL-COSTS> 16,405
<OTHER-EXPENSES> 747
<LOSS-PROVISION> 324
<INTEREST-EXPENSE> 4,046
<INCOME-PRETAX> 16,274<FN>(3)
<INCOME-TAX> 0
<INCOME-CONTINUING> 16,274<FN>(3)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 16,274
<EPS-PRIMARY> .31
<EPS-DILUTED> .31
<FN>
<F1> Other Assets not shown are: Mortgages Receivable,
Other Receivables, Prepaid Expenses and Deferred Charges,
and Other Assets which total $32,897.
<F2> Additional liabilities not shown are: Other
Liabilities and Tenants' Security Deposits
which total $20,562
<F3> Includes Capital Gains of $1,000.
</FN>
</TABLE>
