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 EXCHANGE ACT OF 1934
For the quarterly period ended January 31, 1995
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: 1-7003
PROPERTY CAPITAL TRUST
(Exact name of registrant as specified in its charter)
Massachusetts 04-2452367
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
One Post Office Square, Boston, Massachusetts 02109
(Address of principal executive offices)
(zip code)
Registrant's telephone number, including area code:
(617) 451-2400
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 at least the past 90 days.
Yes X No .
Number of shares of Common Shares outstanding as of January 31,
1995: 9,050,881
THIS CONFORMING PAPER FORMAT IS BEING SUBMITTED PURSUANT TO RULE
901 (D) OF RULE S-T.
<PAGE>
Page 1
PROPERTY CAPITAL TRUST
INDEX
Page
PART I. FINANCIAL INFORMATION Number
Consolidated Balance Sheet - January 31, 1995
and July 31, 1994 (unaudited) 2
Consolidated Statement of Income -
Three and Six Months Ended January 31, 1995 and 1994
(unaudited) 3
Consolidated Statement of Cash Flows -
Six Months Ended January 31, 1995 and 1994 (unaudited) 4
Consolidated Statement of Shareholders' Equity -
Six Months Ended January 31, 1995 and 1994 (unaudited) 5
Notes to Consolidated Financial Statements (unaudited) 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-9
PART II. OTHER INFORMATION
Item 2. Legal Proceedings 10
Item 4. Submission of Matters to a vote of Security Holders 10
Item 6. Exhibits and Reports on Form 8-K 10
<PAGE>
Page 2
PART I. FINANCIAL INFORMATION
PROPERTY CAPITAL TRUST
CONSOLIDATED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
January 31, July 31,
1995 1994
- - ------------------------------------------------------------------------------------------------
<S> <C> <C>
Assets
Real Estate Investments
Owned Properties held directly by the Trust
(net of accumulated depreciation) $ 96,073,000 $105,295,000
Structured Transactions held directly by the Trust 32,576,000 32,581,000
Investment Partnerships 51,911,000 51,998,000
------------ ------------
180,560,000 189,874,000
Allowance for possible investment losses (17,413,000) (17,413,000)
------------ ------------
163,147,000 172,461,000
Cash and cash equivalents 4,075,000 720,000
Interest and rents receivable
Owned Properties held directly by the Trust 1,779,000 1,852,000
Structured Transactions held directly by the Trust 110,000 259,000
Other assets 1,743,000 1,541,000
----------- -----------
$170,854,000 $176,833,000
============ ============
Liabilities and Shareholder's Equity
Liabilities
Accounts payable and accrued expenses $ 2,015,000 $ 2,940,000
Accrued interest 712,000 711,000
Bank note payable - 5,000,000
Mortgage notes payable 40,385,000 43,110,000
9 3/4% Convertible Subordinated Debentures 2,546,000 2,546,000
10% Convertible Subordinated Debentures 30,823,000 30,823,000
----------- -----------
76,481,000 85,130,000
----------- -----------
Shareholders' Equity
Common Shares (without par value, unlimited shares
authorized, 9,050,881 issued and outstanding at
January 31, 1995 and 9,030,585 at July 31, 1994) 106,177,000 106,060,000
Accumulated deficit (11,804,000) (14,357,000)
------------ -----------
Total Shareholders' Equity 94,373,000 91,703,000
------------ -----------
$170,854,000 $176,833,000
============ ============
</TABLE>
See accompanying notes
<PAGE>
Page 3
PROPERTY CAPITAL TRUST
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
January 31, January 31,
------------------- ---------------------
1995 1994 1995 1994
- - -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Revenues
Rents from Owned Properties held directly by the Trust $4,140,000 $2,861,000 $ 8,638,000 $5,608,000
Structured Transactions held directly by the Trust
Base income 663,000 801,000 1,326,000 1,821,000
Overage income 458,000 488,000 886,000 1,044,000
Income from unconsolidated Investment Partnerships 437,000 763,000 717,000 1,219,000
--------- --------- ---------- ---------
5,698,000 4,913,000 11,567,000 9,692,000
Advisory fee income 78,000 67,000 160,000 147,000
Interest income 2,000 1,000 2,000 1,000
--------- --------- ---------- ---------
5,778,000 4,981,000 11,729,000 9,840,000
--------- --------- ---------- ---------
Expenses
Expenses on Owned Properties held directly by the Trust 1,815,000 1,407,000 3,557,000 2,807,000
Interest 1,869,000 1,568,000 3,740,000 3,135,000
Depreciation 1,086,000 824,000 2,107,000 1,564,000
General and administrative expenses 518,000 575,000 1,031,000 1,039,000
Professional fees 74,000 116,000 125,000 288,000
Trustees' fees and expenses 43,000 45,000 88,000 82,000
--------- --------- ---------- ---------
5,405,000 4,535,000 10,648,000 8,915,000
--------- --------- ---------- ---------
Income before Gain on Sale of Real Estate Investments 373,000 446,000 1,081,000 925,000
Gain on Sale of Real Estate Investments 3,099,000 100,000 3,099,000 100,000
---------- --------- --------- ---------
Net Income $3,472,000 $ 546,000 $ 4,180,000 $1,025,000
========== ========= =========== ==========
Net Income per Share
Income before Gain on Sale of Real Estate Investments $0.04 $0.05 $0.12 $0.10
Gain on Sale of Real Estate Investments 0.34 0.01 0.34 0.01
---- ---- ---- ----
Net Income per Share $0.38 $0.06 $0.46 $0.11
===== ===== ===== =====
Average Shares Outstanding 9,043,000 9,031,000 9,037,000 9,031,000
========= ========= ========= =========
</TABLE>
See accompanying notes
<PAGE>
Page 4
PROPERTY CAPITAL TRUST
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION> Six Months Ended
January 31,
----------------------------------
1995 1994
- - ------------------------------------------------------------------------------------------------------
<S> <C> <C>
Operating Activities
Net Income $4,180,000 $1,025,000
Adjustments to Net Income
Gain on sale of real estate investments (3,099,000) (100,000)
Depreciation and amortization 2,203,000 1,599,000
Income from unconsolidated Investment Partnerships (717,000) (1,219,000)
Distributions of earnings from Investment Partnerships 804,000 920,000
Changes in assets and liabilities
Decrease in interest and rents receivable 222,000 194,000
Increase in other assets, net (298,000) (239,000)
Decrease in accounts payable, accrued expenses
and accrued interest (807,000) (73,000)
---------- ---------
Net Cash Provided by Operating Activities 2,488,000 2,107,000
--------- ---------
Investing Activities
Owned Properties held directly by the Trust
Additions (5,096,000) (6,149,000)
Disposition 15,310,000 -
Structured Transactions held directly by the Trust
Dispositions/repayments 5,000 1,580,000
---------- ----------
Net Cash Provided by (Used in) Investing Activities 10,219,000 (4,569,000)
---------- ----------
Financing Activities
(Repayment of) proceeds from bank note payable, net (5,000,000) 4,070,000
Cash dividends paid (1,627,000) (1,264,000)
Repayment of mortgage notes payable, net (2,440,000) -
Amortization of mortgage notes payable (285,000) (228,000)
Proceeds from exercise of stock options - 8,000
----------- ---------
Net Cash (Used in) Provided by Financing Activities (9,352,000) 2,586,000
----------- ---------
Net Increase in Cash and Cash Equivalents 3,355,000 124,000
Cash and Cash Equivalents at Beginning of Period 720,000 324,000
--------- ---------
Cash and Cash Equivalents at End of Period $4,075,000 $ 448,000
========== ==========
</TABLE>
See accompanying notes
<PAGE>
Page 5
PROPERTY CAPITAL TRUST
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(Unaudited)
Six Months Ended
January 31,
-----------------------------------
1995 1994
- - -------------------------------------------------------------------------
Common Shares
Balance at beginning of period $106,060,000 $106,052,000
Shares issued pursuant to Trustee
Deferred Stock Plan 117,000 -
Stock options exercised - 8,000
------------ ------------
Balance at end of period 106,177,000 106,060,000
------------ ------------
Accumulated Deficit
Balance at beginning of period (14,357,000) (15,918,000)
Net income 4,180,000 1,025,000
Cash dividends paid (1,627,000) (1,264,000)
----------- -----------
Balance at end of period (11,804,000) (16,157,000)
----------- -----------
Total Shareholders' Equity $ 94,373,000 $ 89,903,000
============ ============
Number of Common Shares
Common Shares issued and outstanding
at beginning of period 9,030,585 9,028,585
Shares issued pursuant to Trustee
Deferred Stock Plan 20,296 -
Stock options exercised - 2,000
------------ ------------
Common Shares issued and outstanding
at end of period 9,050,881 9,030,585
============ ============
See accompanying notes
<PAGE>
Page 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
1. Basis of Presentation
In the opinion of management of Property Capital Trust (the "Trust"), the
accompanying unaudited consolidated financial statements contain all
adjustments necessary to present fairly the Trust's financial position as
of January 31, 1995 and the results of its operations and its cash flows
for the periods ended January 31, 1995 and 1994.
Operating results for the six months ended January 31, 1995 are not
necessarily indicative of the results that may be expected for the
remainder of fiscal 1995. The information contained in these financial
statements should be read in conjunction with the Trust's 1994 Annual
Report on Form 10-K filed with the Securities and Exchange Commission on
October 28, 1994.
2. Investment Partnerships
Certain of the Trust's investments have been made through partnerships, or
participation agreements, in which the Trust is the general partner or lead
lender and other institutional investors are limited partners or
participants (the "Investment Partnerships"). During the third quarter of
fiscal 1994, the Trust changed its method of accounting for its Investment
Partnerships to the equity method. Previously, the Trust consolidated its
share of the Investment Partnerships' results of operations and related
assets and liabilities. Although the change did not affect the Trust's net
income (loss) or shareholders' equity, prior period financial statements
have been restated to reflect the change as if it had occurred at the
beginning of the period. The change in accounting is to a preferable
method based upon generally accepted accounting principles and is more
consistent with current accounting practices in the real estate industry.
A Condensed Combined Summary of Operations for the unconsolidated
Investment Partnerships for the periods indicated follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
January 31, January 31,
---------------------------- ------------------------------
1995 1994 1995 1994
- - ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Revenues
Rents from Owned Properties $5,245,000 $1,984,000 $10,300,000 $3,795,000
Structured Transactions
Base income 672,000 1,292,000 1,344,000 2,333,000
Overage income 173,000 174,000 281,000 174,000
Other income 14,000 5,000 31,000 11,000
---------- ---------- ---------- ---------
6,104,000 3,455,000 11,956,000 6,313,000
---------- ---------- ---------- ---------
Expenses
Owned Properties expenses 3,234,000 868,000 6,720,000 1,869,000
Depreciation 1,037,000 567,000 2,043,000 1,127,000
Interest 485,000 - 806,000 -
Other 364,000 124,000 735,000 225,000
--------- --------- --------- ---------
5,120,000 1,559,000 10,304,000 3,221,000
--------- --------- ---------- ---------
Net Income $ 984,000 $1,896,000 $1,652,000 $3,092,000
========== ========== ========== ==========
Net Income
Trust's share of
combined net income $ 437,000 $ 763,000 $717,000 $1,219,000
Limited partners' share of
combined net income 547,000 1,133,000 935,000 1,873,000
---------- ---------- ---------- ----------
$ 984,000 $1,896,000 $1,652,000 $3,092,000
========== ========== ========== ==========
</TABLE>
<PAGE>
Page 7
ITEM 1. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Financial Condition, Liquidity and Capital Resources
The Trust's debt at January 31, 1995 was $73,754,000 as compared to
$81,479,000 at July 31, 1994. The Trust's debt to equity ratio decreased
to .78 at January 31, 1995 from .89 at July 31, 1994. The decrease in the
Trust's debt was due to the sale of 6110 Executive Boulevard, which was
encumbered by a $6,440,000 first mortgage and repayment in full of the
Trust's outstanding balance on its bank note payable, offset in part by an
additional $4,000,000 advance under the loan secured by Loehmann's Fashion
Island. The debt to equity ratio also improved as a result of the sale of
6110 Executive Boulevard with a gain of $3,099,000.
The Trust's bank note payable, which as noted above has no outstanding
balance, was a revolving bank line of credit of $20,000,000 at the end of
the prior quarter. In December 1994, when the Trust borrowed an additional
$4,000,000 under the loan secured by Loehmann's Fashion Island, the amount
available under the bank line was reduced to $16,000,000. In February
1995, following the sale of 6110 Executive Boulevard, the Trust agreed to
further reduce its borrowing capacity under its bank line to $10,000,000,
an amount which the Trust believes is adequate to meet its working capital
requirements.
As mentioned above, during the quarter ended January 31, 1995, the Trust
borrowed an additional $4,000,000 (at prime plus 1/4%) under its
$30,000,000 first mortgage commitment secured by Loehmann's Fashion Island,
increasing the aggregate amount advanced to $22,000,000. Subsequent to the
end of the quarter, a portion of the sales proceeds from the sale of 6110
Executive Boulevard was used to make a $2,000,000 mortgage amortization
payment on this mortgage, which payment eliminated the requirement for
monthly amortization payments prior to maturity in June 1998. Due to the
$2,000,000 amortization payment, the first mortgage commitment was reduced
to $28,000,000. However, it is not the Trust's current intention to borrow
any additional funds under this loan.
Funds from Operations
Funds from operations is considered by the REIT industry to be an
appropriate measure of performance of an equity REIT. Funds from
operations is calculated by the Trust consistent with the National
Association of Real Estate Investment Trusts' definition (funds from
operations equals net income, excluding gains (losses) from debt
restructurings and sales of properties, plus depreciation and amortization
and after adjustment for unconsolidated partnerships and joint ventures).
Funds from operations should be considered in conjunction with net income
as presented in the Trust's unaudited financial statements. Funds from
operations does not represent cash provided by operating activities in
accordance with generally accepted accounting principles and should not be
considered as a substitute for net income as a measure of results of
operations or for cash provided by operating activities as a measure of
liquidity. Funds from operations was calculated by the Trust as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
January 31, January 31,
------------------------- -------------------------
1995 1994 1995 1994
- - ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net Income before Gain on Sale of
Real Estate Investments $ 373,000 $ 446,000 $1,081,000 $ 925,000
Depreciation on Owned Properties
held directly by the Trust 1,086,000 824,000 2,107,000 1,564,000
Trust's share of depreciation
on unconsolidated Investment
Partnerships 522,000 302,000 1,027,000 600,000
--------- ---------- ---------- ----------
$1,981,000 $1,572,000 $4,215,000 $3,089,000
========== ========== ========== ==========
</TABLE>
<PAGE>
Page 8
ITEM 1. FINANCIAL CONDITION (continued)
Management believes that with its cash provided by operating activities
retained after dividends, borrowing capacity under the existing bank line
and proceeds from the sale of certain investments as described below, it
will be able to meet its fiscal 1995 cash requirements for anticipated
capital expenditures on Owned Properties held directly by the Trust. The
Trust currently expects that these cash requirements will total
approximately $2,000,000 during the remainder of fiscal 1995.
Review of Significant Real Estate Activity for the Quarter
Apartments
The Trust, as general partner of PCA Canyon View Associates Limited
Partnership, an Investment Partnership in which the Trust has invested
approximately $3,400,000, continues to negotiate with its
sublessee/mortgagor and the first mortgagee on Phase I of this two-phase
apartment project. The Investment Partnership has not been paid by its
sublessee/mortgagor since June 1994. Management believes that adequate
provision has been made in the Trust's loss allowance for any loss that may
be sustained on these investments. (See "Item 2. Legal Proceedings.")
Subsequent to the end of the second quarter, PCA Southwest Associates
Limited Partnership, an Investment Partnership that owned 3,000 apartment
units in Houston, Texas, completed the sale of Braes Hill, a 152 unit
complex. The property was sold at a gain, of which the Trust's share is
approximately $100,000. Additionally, with respect to Telegraph Hill,
Phase B, a 259 unit complex held in this Investment Partnership, the
Partnership has ceased making payments to the first mortgagee and is
attempting to restructure the terms of the mortgage, of which $2,487,000
is outstanding. The amount of the unpaid debt service through January 31,
1995 is $57,730.
Office Buildings
During the quarter, the Trust completed the sale of 6110 Executive
Boulevard located in Rockville, Maryland, for $16,380,000 resulting in a
gain to the Trust of approximately $3,099,000 after all closing costs. The
Trust took title to this property in February 1994 after writing down its
investment by a total of $6,000,000 in fiscal 1992 and 1994.
Hotels
Grosvenor Airport Inn, a $4,000,000 Structured Investment in a 206 room
hotel in South San Francisco, California, is under contract for sale for
$2,500,000. The Trust had previously restructured this transaction to
provide for a reduced annual return of $160,000. The anticipated loss has
been provided for in the Trust's allowance for possible investment losses.
Results of Operations for the three and six months ended January 31, 1995
versus the three and six months ended
January 31, 1994
Net Income
Net Income for the three and six months ended January 31, 1995 was
$3,472,000 ($.38 per share) and $4,180,000 ($.46 per share) as compared to
$546,000 ($.06 per share) and $1,025,000 ($.11 per share) for the same
periods in the prior year.
Revenues
Rents from Owned Properties held directly by the Trust (base rent plus
expense reimbursements) increased 45% and 54% for the three and six months
ended January 31, 1995 as compared to the same periods in the prior year,
primarily due to the Trust's acquisition of its lessee's interest in 6110
Executive Boulevard (converting the investment from a Structured
Transaction held directly by the Trust to an Owned Property held directly
by the Trust effective February 1994), an increase in rental revenues from
the redeveloped Loehmann's Fashion Island as new tenants have taken
occupancy and $404,000 of non-recurring income related to the settlement
of a bankruptcy claim filed by the Trust against a former tenant at
Loehmann's Fashion Island in the first quarter of fiscal 1995. This
increase was offset in part by a decrease in rental revenue due to the sale
of Eagle apartments (March 1994).
<PAGE>
Page 9
ITEM 1. FINANCIAL CONDITION (continued)
Base income from Structured Transactions held directly by the Trust
decreased 17% and 27% for the three and six months ended January 31, 1995
as compared to the same periods in the prior year, primarily due to the
conversion of 6110 Executive Boulevard to an Owned Property held directly
by the Trust, the prepayment of the loan and sale of the land underlying
Brown County Inn (January 1994), the sale of the land underlying Village
Oaks apartments (March 1994) and the disposition of the Rapids Mall's loan
(June 1994). This decrease was offset in part by an increase in base
income from the restructured Cincinnati Marriott Inn investment (April
1994).
Overage income from Structured Transactions held directly by the Trust
decreased 6% and 15% for the three and six months ended January 31, 1995
as compared to the same periods in the prior year primarily due to reduced
overage income from two apartment investments and the sales of the Village
Oaks and Brown County Inn investments.
The Trust's share of income from unconsolidated Investment Partnerships
decreased 43% and 41% for the three and six months ended January 31, 1995
as compared to the same periods in the prior year primarily due to the
reduced net income recorded by the Trust from PCA Southwest Associates
Limited Partnership, the Partnership which owns 3,000 apartment units in
Texas. The apartments were converted to Owned Properties in March 1994 and
since that date the Trust's share of net income is reported net of
depreciation expense. The decrease in income from unconsolidated
Investment Partnerships was also due to the cessation of rent and interest
payments from the sublessee/mortgagor of the Canyon View apartment
investments and the associated legal and professional fees incurred during
negotiations. (See "Item 2. Legal Proceedings," for a discussion of the
bankruptcy filing of the Investment Partnership that holds the Canyon View
investments.)
Expenses
Expenses on Owned Properties held directly by the Trust increased 29% and
27% for the three and six months ended January 31, 1995 as compared to the
same periods in the prior year primarily due to the acquisition of 6110
Executive Boulevard and an increase in operating expenses at the
redeveloped Loehmann's Fashion Island.
Interest expense increased 19% for both the three and six months ended
January 31, 1995 as compared to the same periods in the prior year due to
the interest expense incurred on the first mortgage on 6110 Executive
Boulevard and an increase in interest expense related to Loehmann's Fashion
Island (a portion of which had been capitalized during the first quarter
of fiscal 1994). These increases were offset in part by a reduction in
interest expense due to the sale of Eagle apartments.
Depreciation expense increased 32% and 35% for the three and six months
ended January 31, 1995 as compared to the same periods in the prior year
primarily due to the acquisition of 6110 Executive Boulevard and the
increase in depreciation on the redeveloped Loehmann's Fashion Island,
offset in part by the elimination of depreciation on Eagle apartments,
which was sold.
Gain on Sale of Real Estate Investments
Net income for the second quarter of fiscal 1995 included a gain of
$3,099,000 ($.34 per share) on the sale of the 6110 Executive Boulevard
office building located in Rockville, Maryland. In the comparable quarter
last year net income included a $100,000 ($.01 per share) gain on the sale
of the Trust's land investment in the Brown County Inn, located in
Nashville, Indiana.
Dividends
The dividend declared for the second quarter of fiscal 1995 was $.10 per
share versus $.07 per share for the same period in the prior year. The
Trust pays dividends approximately 55 days following the end of each fiscal
quarter.
<PAGE>
Page 10
PART II. OTHER INFORMATION
ITEM 2. LEGAL PROCEEDINGS
In July 1994, the sublessee/mortgagor of PCA Canyon View Associates Limited
Partnership (an Investment Partnership) in two apartment projects in San
Ramon, California (know as "Canyon View I" and "Canyon View II" and
containing 248 and 188 units, respectively) failed to make the required
payments due the Investment Partnership and the ground lessor. In
addition, in August 1994, the sublessee/mortgagor failed to make the
required mortgage payment due the first mortgagee of Phase I. The
outstanding balance of the first mortgage secured by Phase I was
$12,000,000. The Investment Partnership's carrying value of the properties
was $14,374,000 at January 31, 1995, of which the Trust's share was
$3,422,000.
As a result of the defaults by the sublessee/mortgagor, on August 3,1994
the first mortgagee filed a foreclosure action in Superior Court of the
State of California, County of Contra Costa, seeking to take full title to
Phase I, to recover approximately $3,000,000 in insurance proceeds made
available as a result of certain construction defects in Phase I ($500,000
of which had already been retained by the sublessee/mortgagor in part for
attorneys' and engineers' fees) and to have a receiver appointed to operate
the property. On August 26, 1994, the Court appointed a receiver for Phase
I. In addition, on August 8, 1994 the Investment Partnership filed a
foreclosure action in Superior Court of the State of California, Contra
Costa County, seeking to obtain full title to both Phase I and Phase II,
to recover the construction defects insurance proceeds, to force the bank
that had issued $1,750,000 in letters of credit as further security for the
Investment Partnership's investments to honor the Investment Partnership's
draw requests under those letters of credit and to have a receiver
appointed to operate Phase II. On August 31, 1994, the Court appointed a
receiver for Phase II. The nonjudicial foreclosure sale for Phase I had
been set by the first mortgagee for December 5, 1994. On December 2, 1994
the Investment Partnership filed for protection under Chapter 11 of the
U.S. Bankruptcy Code in the United States Bankruptcy Court for the Northern
District of California.
Negotiations with the first mortgagee and the sublessee/mortgagor continue.
At this time it is not possible to predict the outcome of these legal
actions.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None.
<PAGE>
Page 11
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Trust has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PROPERTY CAPITAL TRUST
Registrant
/s/ Robert M. Melzer
-------------------------------------
March 17, 1995 Robert M. Melzer
- - ------------------ President and Chief Executive Officer
Date (Principal Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUL-31-1995
<PERIOD-END> JAN-31-1995
<PERIOD-START> NOV-01-1994
<EXCHANGE-RATE> 1
<CASH> 4,075,000
<SECURITIES> 0
<RECEIVABLES> 1,889,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,743,000
<PP&E> 175,353,000
<DEPRECIATION> (12,206,000)
<TOTAL-ASSETS> 170,854,000
<CURRENT-LIABILITIES> 2,727,000
<BONDS> 73,754,000
0
0
<COMMON> 106,177,000
<OTHER-SE> (11,804,000)
<TOTAL-LIABILITY-AND-EQUITY> 170,854,000
<SALES> 14,666,000
<TOTAL-REVENUES> 14,828,000
<CGS> 5,664,000
<TOTAL-COSTS> 1,156,000
<OTHER-EXPENSES> 88,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,740,000
<INCOME-PRETAX> 4,180,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,180,000
<EPS-PRIMARY> $.46
<EPS-DILUTED> $.46
</TABLE>
