NEWHALL LAND & FARMING CO /CA/
8-K, 1995-06-28
OPERATIVE BUILDERS
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<PAGE>   1



                       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


       Date of Report (Date of earliest event reported): June  26, 1995


                   The  Newhall  Land  and  Farming  Company
                    ( a  California  Limited  Partnership )
             (Exact name of registrant as specified in its charter)

                                   California
                 (State or other jurisdiction of incorporation)


                                                       
<TABLE>
<S>                                                      <C>
        1-7585                                                       95-3931727        
(Commission File Number)                                 (IRS Employer Identification No.)
</TABLE>


                   23823 Valencia Blvd., Valencia, CA  91355
              (Address of principal executive offices)  (Zip Code)


       Registrant's telephone number, including area code:  805-255-4000
<PAGE>   2
                                                                              2.

Item 5.  Other  Events

         Attached to this report on Form 8-K is a news release issued by the
Partnership on June 26, 1995.


                                   SIGNATURE

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



                               THE NEWHALL LAND AND FARMING COMPANY
                                (a California Limited Partnership)
                                            Registrant

                               By  Newhall Management Limited Partnership,
                                           Managing General Partner

                               By  Newhall Management Corporation,
                                       Managing General Partner



Date:   June 28, 1995         By  / S / Donald L. Kimball
                                  ----------------------------------------------
                                  Donald L. Kimball, Vice President - Controller
                                  Newhall Management Corporation
                                  (Principal Accounting Officer)
<PAGE>   3
                                  NEWS RELEASE

                 [THE NEWHALL LAND AND FARMING COMPANY LETTERHEAD]


FOR IMMEDIATE RELEASE                   Contact:  Marlee Lauffer
                                                  The Newhall Land
                                                  and Farming Company
                                                  (805) 255-4247

                                                  Tim Kent/Jody Martin
                                                  The Financial Relations Board
                                                  (310) 442-0599


                         NEWHALL LAND ANNOUNCES 5-YEAR
                            AVERAGE ANNUAL EARNINGS
                          GROWTH GOAL OF MORE THAN 30%

                  Previously anticipated shopping center sale
                 announced; will make significant contribution
                                to 1995 earnings


         BOSTON, MA. June 26, 1995 -- The Newhall Land and Farming Company
(NYSE PSE/NHL) told a meeting of securities analysts and other investment
professionals here today that the Company has established a goal to achieve
average annual earnings growth of more than 30% for the next five years,
including 1995, which is expected to exceed that goal. Earnings for 1994 were
$15.6 million, or $0.42 per unit.

         The Company said the goal is based on current operating trends it is
experiencing and improving economic conditions. Achievement of this goal also
depends on the success of intensified strategies announced today related to
government approval of development plans (entitlements), the rate of land sales
(absorption) and financial contributions from commercial income properties both
from increasing rents and sales of properties.

         The Company's units presently are trading at a 36% discount from the
1994 appraised value of Newhall Land's assets. The units traded at a 25%
premium to appraised value at the peak of the market in the 1980s, Newhall
Land's previous period of extended earnings growth.

         The major focus of Newhall Land's development activities is Valencia,
the Company's new town 30 miles north of downtown Los Angeles.  Valencia
includes over 9 million square feet of industrial space, a regional shopping
mall, and a wide array of housing. To date, over 25,000 jobs have been created
in the community.


                                     -more-
<PAGE>   4
         Chairman and Chief Executive Officer Thomas L. Lee said, "Valencia's
residential, commercial and industrial sectors presently are running ahead of
general economic conditions in Southern California. Therefore, the long-term
goals we have set do not require a major economic upswing in this region, but,
instead, are based on current indications of an improving economy."

         "We continue to benefit from Southern California's reviving economy
and Valencia is outperforming the Los Angeles region in home sales, industrial
occupancy rates, and retail sales. The region is showing steady job growth,
particularly in the areas of international trade, entertainment, health care,
professional services and tourism."

         Lee said the Company has intensified its growth strategy in three
primary areas:

         o       INTENSIFIED ENTITLEMENT PROGRAM: "The biggest single gain in
                 property values occurs when all government approvals are
                 received for specific properties. We are increasing both
                 dollars and management time dedicated to this critical area of
                 our business.  This will enhance the value of our current
                 landholdings, and allow us to have product available to expand
                 our market share and capitalize on stronger market demand
                 anticipated in the future."

         o       EXPANDED RESIDENTIAL PRODUCT LINE TO ACCELERATE ABSORPTION IN
                 BOTH CALIFORNIA AND ARIZONA: "Our goal is to move our
                 absorption of residential property from about 1000 units
                 achieved in 1994 to an annual average of over 1500 units
                 during the next five years. The addition of new "lifestyle
                 villages" in Valencia allows us to offer a significantly
                 expanded range of products and is critical to the goal of
                 increased absorption. New product offerings will continue to
                 emphasize affordable price ranges appealing to first time home
                 buyers who have fueled markets in recent years. Other
                 strategies include possible large parcel land sales and
                 additional projects developed with joint-venture partners."

         o       MORE AGGRESSIVE INCOME PROPERTY DEVELOPMENT AND SALES: "Income
                 properties provided 42% of operating income in 1994. We are
                 committed to increasing the number of properties in this
                 category and will start seven new projects this year valued at
                 over $160 million. Additional projects are planned over the
                 next several years to capture the strong retail and commercial
                 demand in Valencia. As the number of new commercial projects
                 built each year increases, we plan to make selective sales of
                 income properties on a more regular basis. We expect this
                 approach to realize a greater return on our investment in the
                 income property portfolio."

SHOPPING CENTER SALE

         In keeping with this income property strategy, the Company also
announced today the closing of escrow on the previously anticipated sale of its
150,000 square foot Bouquet Shopping Center in Valencia. The center, opened in
1985, was purchased by an investment group called Bouquet Center Properties.
This sale is expected to contribute approximately $10 million, or $0.28 cents
per unit, to 1995 second quarter earnings.

                                     -more-
<PAGE>   5
         Newhall Land owns and develops new towns and master planned
communities. Currently it is developing the new town of Valencia in California
and McDowell Mountain Ranch, a planned community in Scottsdale, Arizona.
Newhall Ranch, a community going through the initial planning process, and
Valencia together form one of the nation's most valuable large landholdings and
are located on the Company's 37,000 acres just 30 miles north of downtown Los
Angeles.




                                      ####


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