KOGER EQUITY INC
8-K, 1996-08-20
REAL ESTATE INVESTMENT TRUSTS
Previous: KOGER EQUITY INC, SC 13D/A, 1996-08-20
Next: MASTER MORTGAGE INVESTMENT FUND INC, 10-Q, 1996-08-20



                       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) August 16, 1996
                                                         ---------------


                               KOGER EQUITY, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



      Florida                 1-9997           59-2898045
- --------------------------------------------------------------------------------
(State of incorporation    (Commission       (IRS Employer
   or organization)        File Number)    Identification No.)



3986 Boulevard Center Drive
   Jacksonville, Florida                          32207
- --------------------------------------------------------------------------------
(Address of principal executive offices)        (Zip Code)



Registrant's telephone number:        (904) 398-3403
- --------------------------------------------------------------------------------


                                       N/A
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)









                                        1

<PAGE>



Item 5.  Other Events.

         Reference is made to a copy of the Koger  Equity,  Inc.  News  Release,
dated  August  16,  1996,  which is filed as Exhibit  99 to this  report,  which
exhibit is incorporated herein by reference.

Item 7.  Financial Statements and Exhibits.

         (c) Exhibits

             Exhibit Number          Description of Exhibit
             --------------          ----------------------

                   99                Koger Equity, Inc. News Release,
                                     dated August 16, 1996




                                        2

<PAGE>



                                    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 thereunto duly authorized.

                                   KOGER EQUITY, INC.



Date:  August 16, 1996         By:
                                  ------------------------------------------- 
                                  W. Lawrence Jenkins
                                  Title:  Vice President and
                                  Corporate Secretary


                                        3

<PAGE>


                                  EXHIBIT INDEX

         The following designated exhibit is filed herewith:

Exhibit
- -------
  99                            Koger Equity, Inc. News Release,
                                dated August 16, 1996




                                        4

<PAGE>


                                                                      EXHIBIT 99

                                                              Koger Equity, Inc.
                                                            Post Office Box 4339
                                                     Jacksonville, Florida 32201
                                                                    904-398-3403


                                         NEWS


               KOGER EQUITY, INC. ANNOUNCES FINANCIAL DEVELOPMENTS


Jacksonville,  Florida, August 16, 1996 -- Jacksonville-based Koger Equity, Inc.
(AMEX:KE)  announced that it has signed a loan application with The Northwestern
Mutual Life Insurance Company for a $190 million non-recourse loan which will be
secured by ten office parks. This loan will be divided into (i) a tranche in the
amount of $100.5  million with a ten year  maturity and an interest rate of 8.25
percent and (ii) a tranche in the amount of $89.5  million with a maturity of 12
years and an  interest  rate of 8.33  percent.  The  Company is also  seeking to
refinance  the $62  million  balance  of its  debt and to  establish  a new bank
revolving  credit  facility  of  approximately  $50  million to  finance  growth
opportunities.  It looks  forward to  completing  the  refinancings  (which will
eliminate  restrictive  covenants in the Company's  existing debt) and arranging
the new credit facility by the end of the year or in the first quarter of 1997.

Koger  Equity also  announced  that it has entered  into an  agreement  with the
Internal  Revenue Service  settling  matters with respect to the IRS's customary
examination  of the Company's  1992 and 1993 Federal  income tax returns and the
Koger  Properties,  Inc.  ("KPI")  final Federal  income tax return  through the
effective  date of the  merger  of KPI and the  Company.  Under the terms of the
settlement, the amount of KPI's net operating tax loss carryforwards at the date
of the merger has been  settled  at $30  million,  and is useable at the rate of
$7.9  million per year.  Koger  Equity's  net  operating  tax loss  carryforward
available to offset REIT taxable income in 1996 is approximately  $31.4 million.
The Company regards the foregoing settlement as a favorable resolution of issues
which  were the  subject  of the IRS  audit  and in line  with its tax  strategy
developed in connection with the KPI merger.

Victor A. Hughes, Jr., Koger Equity Chairman and Chief Executive Officer,  said,
"As previously announced,  the board intends to reinstitute a dividend beginning
next year. The favorable IRS  settlement  with respect to net operating tax loss
carryforwards will not affect the tax loss carryforwards  useable by the Company
in 1996 or 1997 or its plan to reinstitute a dividend in 1997. The board expects
to set a dividend  record  date in the fourth  quarter for payment of an initial
quarterly dividend early in the first quarter of 1997."

Mr. Hughes also said, "Our Company has made good progress  through the first six
months of the year, a fact which has been noticed by the securities markets. The
closing price of Koger  Equity's  common stock on the American Stock Exchange on
June 30 was $13 3/8, reflecting a total return

                                       -1-

<PAGE>


of 25.8% for the first six  months  of 1996,  compared  to 6.82% for all  equity
REITs and 11.21% for our comparable  group of office REITs over the same period.
From June 30, 1995, to June 30, 1996, the total return for the Company's  common
stock was 52.9% and with the closing price on August 15, 1996, of $14.75,  total
return from June 30, 1995,  increased  to 68.6%.  The outlook for the balance of
the year  remains  very  favorable  with  funds  from  operations  projected  to
approximate $32 million for 1996."

                        ---------------------------------

The foregoing news release contains  forward-looking  statements,  together with
related data and  projections,  about the  Company's  projected  1996  financial
results and its proposed debt  refinancing.  The actual  results for 1996 and of
such refinancing activities could differ materially from those projected because
of factors affecting the financial markets,  reactions of the Company's existing
or prospective  lenders and  investors,  the ability of the Company to renew and
enter  into  new  leases  on  favorable  terms,  and  other  risk  factors.  See
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations -- Cautionary  Statement Relevant to Forward-Looking  Information for
Purpose of the 'Safe  Harbor'  Provisions of the Private  Securities  Litigation
Reform Act of 1995" in the  Company's  Annual Report on Form 10-K for the fiscal
year ended December 31, 1995.

                                      # # #

                                       -2-

<PAGE>





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission