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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): November 30, 2000
Post Properties, Inc.
Post Apartment Homes, L.P.
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(Exact name of registrant as specified in its charter)
Georgia
Georgia
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(State or other jurisdiction of incorporation)
1-12080
0-28226
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(Commission File Number)
58-1550675
58-2053632
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(IRS Employer Identification Number)
4401 Northside Parkway, Suite 800, Atlanta, Georgia 30327
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(Address of principal executive offices)
Registrant's telephone number, including area code (404) 846-5000
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
On November 8, 2000, Post Properties, Inc. hosted a conference call
with financial analysts, investors and reporters during which it discussed its
announced financial results and provided guidance regarding expected results for
future periods. The call was broadcast live, and available for replay at
www.postproperties.com under corporate information and financial/investor.
The prospective financial information included in this Form 8-K has
been prepared by, and is the responsibility of, Post's management.
PricewaterhouseCoopers LLP has neither examined nor compiled the accompanying
prospective financial information and, accordingly, PricewaterhouseCoopers LLP
does not express an opinion or any other form of assurance with respect thereto.
The PricewaterhouseCoopers LLP's report included in Post's Annual Report on Form
10-K relates to Post's historical financial information. It does not extend to
the prospective financial information and should not be read to do so.
On the call, Post revised its estimates for funds from operations, or
FFO, for the 4th quarter of 2000 and for 2001 as follows:
- Post projected FFO in the range of $0.92 to $0.94 per share for the
4th quarter of 2000, a decrease from the $0.97 to $0.99 per share
prior guidance.
- Post projected FFO in the range of $3.82 to $3.84 per share for
fiscal 2000, a decrease from the $3.87 to $3.89 per share prior
guidance.
- Post projected FFO in the range of $3.82 to $4.00 per share for
fiscal 2001, a decrease from the 4% to 6% projected range of growth
over the $3.87 to $3.89 per share fiscal 2000 prior guidance.
Post attributed the revised estimates for the 4th quarter of 2000 and
2001 primarily to lower than expected net operating income and increased
interest carry due to schedule delays, cost increases and lower than expected
absorption on certain development projects and higher than expected interest
rates on variable rate debt.
Post announced an intention to reduce the development pipeline, with a
goal of spending $150 to $250 million a year as opposed to the almost $400
million Post has spent over the last several years. In connection with the
reduction, Post intends to reevaluate, and in some cases terminate, several
multi-phase transactions that require longer-term commitments and involve higher
risks. With respect to continuing developments, Post intends to simplify the
design of its urban product in order to reduce the complexity of these projects
and thereby lower the building costs and reduce completion time.
Post also confirmed its intention to fund its activities from sources
other than common equity. Post intends to dispose of $150 to $250 million of
assets in 2001. In addition to using asset sales to fund the development
pipeline, Post intends to fund a portion of the pipeline with institutional
equity partners.
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements made in this report, including in the exhibit to
this report, and other written or oral statements made by or on behalf of us,
may constitute "forward-looking statements" within the meaning of the federal
securities laws. Statements regarding future events and developments and our
future performance, as well as management's expectations, beliefs, plans,
estimates or projections relating to the future, are forward-looking statements
within the meaning of these laws. Examples of such statements in this report
include projections of funds from operations for future periods, descriptions
of our plans with respect to the development of new apartment communities, our
plans to enter new markets, our financing plans and our expectations relating
to our continuing growth. All forward-looking statements are subject to certain
risks and uncertainties that could cause actual events to
differ materially from those projected. Management believes that these
forward-looking statements are reasonable; however, you should not place undue
reliance on such statements. These statements are based on current expectations
and speak only as of the date of such statements. We undertake no obligation to
publicly update or revise any forward-looking statement, whether as a result of
future events, new information or otherwise.
The following are some of the factors that could cause our actual
results to differ materially from the expected results described in our
forward-looking statements:
- conditions affecting the acquisition, development and ownership of
residential real estate, including local zoning and land use issues,
environmental regulations, the Americans with Disabilities Act, the
Fair Housing Amendments Act of 1988 and general conditions in the
multi-family residential real estate market.
- adverse or unanticipated weather conditions, which may affect the
our overall level of development.
- our ability to obtain financing for the development of additional
apartment communities.
- the impact of competition, including competition for tenants and
locations and in other important aspects of our business. Our
primary competitors include other regional or national apartment
communities. The multifamily apartment community business is highly
competitive.
- general economic conditions which affected consumer confidence and
purchases of new homes, including interest rates, the overall level
of economic activity, the availability of consumer credit and
mortgage financing, unemployment rates, and other factors.
- our ability to continue to qualify as a real estate investment trust
under the Code.
- changes in laws and regulations, including changes in accounting
standards, tax statutes or regulations, and environmental and land
use regulations, and uncertainties of litigation.
Additional information concerning the risks and uncertainties listed
above and other factors that you may wish to consider with respect to any
investment in our securities is contained in the exhibit to this report and
elsewhere in the filings by Post and Post Apartment Homes with the SEC.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Risk Factors
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SIGNATURES
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.
Dated: November 30, 2000.
POST PROPERTIES, INC.
By: /s/ R. Gregory Fox
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R. Gregory Fox
Executive Vice President and Chief
Financial Officer
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SIGNATURES
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.
Dated: November 30, 2000.
POST APARTMENT HOMES, L.P.
By: POST GP HOLDINGS, INC.,
as General Partner
By: /s/ R. Gregory Fox
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R. Gregory Fox
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number and Description
99.1 Risk Factors
5
