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): October 1, 1999
CORNERSTONE REALTY INCOME TRUST, INC.
(Exact name of registrant as specified in its charter)
VIRGINIA 1-12875 54-1589139
(State of (Commission (IRS Employer
incorporation) File Number) Identification No.)
306 EAST MAIN STREET 23219
RICHMOND, VIRGINIA (Zip Code)
(Address of principal
executive offices)
Registrant's telephone number, including area code:
(804) 643-1761
<PAGE>
CORNERSTONE REALTY INCOME TRUST, INC.
FORM 8-K
Index
Item 5. Other Events
Item 7. Financial Statements and Exhibits
Financial Statements:
None.
Exhibits:
99.1 Press Release dated October 1, 1999 announcing a Company
Common Share Repurchase Program.
99.2 Press Release dated October 4, 1999 reporting on the
Company's closing of a $73.5 million secured fixed-rate
borrowing.
<PAGE>
Item 5. Other Events
On October 1, 1999 and October 4, 1999, respectively, Cornerstone
Realty Income Trust, Inc. issued Press Releases. The October 1, 1999 Press
Release announces a Company Common Share Repurchase Program and the October 4,
1999 Press Release reports on the Company's closing of a $73.5 million secured
fixed-rate borrowing.
CAUTIONARY STATEMENT
Certain matters discussed in this Form 8-K (including the exhibits
thereto) contain "forward-looking statements" for purposes of Section 27A of the
Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act") relating to,
without limitation, possible future economic performance, plans and objectives
of management for future operations, and projections of revenue and other
financial items, demographic projections and federal income tax considerations,
which can be identified by the use of forward-looking terminology that refers to
or describes events that will or may occur in the future. Such forward-looking
statements are inherently subject to risks and uncertainties that could cause
future results to differ materially from those contained in such forward-looking
statements. Many of the risks and uncertainties cannot be predicted with
accuracy and some might not even be anticipated. Although the Company believes
that the expectations reflected in such forward-looking statements are based
upon reasonable assumptions, the Company can give no assurance that its
expectations can be achieved or will be realized. Factors that would cause
actual results to differ materially from the Company's current expectations
include general economic conditions, economic conditions in the areas of the
Company's operations, and risks associated with the acquisition, ownership and
operation of properties, including unanticipated decreases in revenues or
increases in expenses or liabilities at the properties.
<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 hereunto duly authorized.
Cornerstone Realty Income Trust, Inc.
Date: October 13, 1999 By: /s/ Stanley J. Olander, Jr.
-------------------------------------
Stanley J. Olander, Jr.,
Chief Financial Officer
Cornerstone Realty Income Trust, Inc.
<PAGE>
Index to Exhibits
Exhibit No. Exhibit
- ----------- -------
99.1 Press Release dated October 1, 1999 announcing a Company
Common Share Repurchase Program.
99.2 Press Release dated October 4, 1999 reporting on the
Company's closing of a $73.5 million secured fixed-rate
borrowing.
EXHIBIT 99.1
<PAGE>
EXHIBIT 99.1
CORNERSTONE ANNOUNCES $50 MILLION SHARE REPURCHASE PROGRAM
RICHMOND, Virginia, October 1, 1999 - Cornerstone Realty Income Trust (NYSE:TCR)
today announced that the Board of Directors has authorized a common share
repurchase program pursuant to which the Company is authorized to purchase up to
$50 million of the Company's common shares. Repurchases will be made on the open
market at prevailing prices. This authority may be exercised from time to time
and in such amounts as market conditions warrant. The Company currently has
approximately 39.1 million common shares outstanding.
"We believe that the Cornerstone stock price has been trading at a significant
discount to net asset value at a time when the real estate operations have never
been better. This presents Cornerstone an opportunity to increase shareholder
value through a stock repurchase program," said Glade M. Knight, Chairman and
CEO.
Certain statements contained herein may constitute "forward-looking statements"
within the meaning of the Securities Act of 1933 and the Securities Exchange Act
of 1934. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the future results, performance
or achievements of the Company to be materially different from any
forward-looking statements.
Cornerstone Realty Income Trust, Inc. is a fully integrated, self-managed and
self-advised real estate company that has operated as a REIT since 1993. The
Company focuses on the ownership and management of multi-family properties in
select markets in Virginia, North Carolina, South Carolina, Georgia and Texas.
Currently, the Company owns 87 multifamily properties containing 20,965
apartment homes. For additional information please contact Glade M. Knight,
Chairman and Chief Executive Officer, S. J. Olander, Executive Vice President
and Chief Financial Officer, David S. McKenney, Senior Vice President of
Corporate Services or Krissy Gathright, Assistant Vice President of Corporate
Services at (804) 643-1761. Further information on Cornerstone may be found on
our web site at: http://www.cornerstonereit.com.
EXHIBIT 99.2
<PAGE>
EXHIBIT 99.2
CORNERSTONE SECURES INTEREST RATE ON $73.5 MILLION OF DEBT
RICHMOND, Virginia, October 4, 1999 - Cornerstone Realty Income Trust (NYSE:TCR)
today announced that they have placed $73.5 million in financing with Prudential
Mortgage Capital Corporation. The seven-year interest only loan bears a fixed
interest rate of 7.29% per annum and is secured by 10 of the Company's 87
properties. Cornerstone can request that the loan be considered for conversion
to unsecured financing if it obtains an investment grade credit rating. Net
proceeds from the loan were used to pay down existing short term financing
including a substantial curtailment to the Company's unsecured Line of Credit.
"This transaction is consistent with our philosophy of maintaining a very strong
and flexible balance sheet. Post closing, our debt level remains at
approximately 25% of total market capitalization. With recent volatility in the
financial markets, the transaction mitigates our variable interest rate risk and
creates greater borrowing capacity under our Line of Credit", said Glade Knight,
Chairman and Chief Executive Officer.
The Company has total debt outstanding of approximately $254 million.
Approximately $104 million, or 41% of total debt, is secured long-term debt with
an average interest rate of 7.06%. The remaining debt is a balance on the
Company's unsecured Line of Credit that carries an interest rate of 120 basis
points over LIBOR, currently 6.5%.
Certain statements contained herein may constitute "forward-looking statements"
within the meaning of the Securities Act of 1933 and the Securities Exchange Act
of 1934. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the future results, performance
or achievements of the Company to be materially different from any
forward-looking statements. Such factors include, among others, risks associated
with the timing of, costs associated with, and effects of property improvements,
financing commitments and general competitive factors.
Cornerstone Realty Income Trust, Inc. is a fully integrated, self-managed and
self-advised real estate company that has operated as a REIT since 1993. The
Company focuses on the ownership and management of multi-family properties in
select markets in Virginia, North Carolina, South Carolina, Georgia and Texas.
Currently, the Company owns 87 multifamily properties containing 20,965
apartment homes. For additional information please contact Glade M. Knight,
Chairman and Chief Executive Officer, S. J. Olander, Executive Vice President
and Chief Financial Officer, David S. McKenney, Senior Vice President of
Corporate Services or Krissy Gathright, Assistant Vice President of Corporate
Services at (804) 643-1761. Further information on Cornerstone may be found on
our web site at: http://www.cornerstonereit.com.
