<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
-------------
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 001-12258
---------
ROC COMMUNITIES, INC.
---------------------
(Exact name of Registrant as specified in its charter)
MARYLAND 84-1226771
------------------------ ---------------------
(State of incorporation) (IRS Employer ID No.)
6430 So. Quebec St., Englewood, CO 80111
------------------------------------------------------------
(Address of principal executive offices, including zip code)
(303) 741-3707
----------------
(Registrant's telephone number, including area code)
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 the past 90 days. Yes X No
----- -----
Number of shares of common stock, $.01 par value, outstanding as of August 13,
1996: 12,581,517
<PAGE>
ROC COMMUNITIES, INC.
FORM 1O-Q
INDEX
Page Number
-----------
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Consolidated Balance Sheets as of June 30, 1996 and
December 31, 1995 2
Consolidated Statements of Income for the Three
Months Ended June 30, 1996 and 1995; Six Months
Ended June 30, 1996 and 1995 3
Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 1996 and 1995 4
Notes to Consolidated Financial Statements 5 - 7
Supplemental Financial Information 8 - 9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10 - 12
PART 11. OTHER INFORMATION 13
SIGNATURES
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
ROC COMMUNITIES, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
ASSETS
JUNE 30, DECEMBER 31,
1996 1995
----------- ------------
(UNAUDITED)
<S> <C> <C>
Rental property, net $307,202 $271,550
Mortgages receivable 4,877 4,913
Cash and cash equivalents 2,303 652
Deferred financing costs, net 2,567 2,450
Prepaid expenses and other assets, net 6,879 5,637
----------- ------------
Total $323,828 $285,202
----------- ------------
----------- ------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Mortgage debt $ 59,638 $ 60,390
Line of credit 62,454 24,253
Accounts payable and accrued expenses 3,857 2,616
Interest payable 643 553
Other liabilities 940 911
Distributions payable 5,096 4,845
----------- ------------
Total Liabilities 132,628 93,568
----------- ------------
Commitments and Contingencies
Stockholders' Equity:
Preferred stock ($.01 par value; 10,000,000
shares authorized, no shares issued)
Common stock ($.01 par value; 90,000,000 shares
authorized; 12,581,517 and 12,423,500 shares
issued and outstanding) 126 124
Additional paid-in capital 212,595 208,868
Cumulative net income 26,541 20,577
Cumulative distributions (48,062) (37,935)
----------- ------------
Total Stockholders' Equity 191,200 191,634
----------- ------------
Total 323,828 285,202
----------- ------------
----------- ------------
</TABLE>
See accompanying notes.
2
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(IN THOUSANDS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
------------------ ------------------
1996 1995 1996 1995
------- ------- ------- -------
<S> <C> <C> <C> <C>
Revenues:
Rental income $14,091 $11,878 $27,845 $23,725
Management income 345 304 688 585
Other income 247 283 389 496
------- ------- ------- -------
Total Revenue 14,683 12,465 28,922 24,806
------- ------- ------- -------
Expenses:
Property operations and maintenance 4,574 3,860 9,108 7,685
Real estate taxes 1,111 910 2,185 1,884
General and administrative 925 760 1,839 1,577
Interest 1,797 1,065 3,484 2,126
Amortization of debt costs 159 264 374 528
Depreciation and amortization 3,003 2,648 5,968 5,235
------- ------- ------- -------
Total Expenses 11,569 9,507 22,958 19,035
------- ------- ------- -------
Net Income $ 3,114 $ 2,958 $ 5,964 $ 5,771
------- ------- ------- -------
------- ------- ------- -------
Net Income Per Share $ .25 $ .24 $ .48 $ .46
------- ------- ------- -------
------- ------- ------- -------
Weighted Average Shares of Common Stock
Outstanding 12,429 12,424 12,426 12,424
------- ------- ------- -------
------- ------- ------- -------
</TABLE>
See accompanying notes.
3
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
-------------------
1996 1995
-------- -------
<S> <C> <C>
Cash Flows From Operating Activities:
Net income $ 5,964 $ 5,771
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization 5,968 5,235
Amortization of debt costs 374 528
Changes in operating assets and liabilities:
Prepaid expenses and other assets (1,973) (122)
Accounts payable, accrued expenses, and other
liabilities 1,360 64
-------- -------
Net cash provided by operating activities 11,693 11,476
-------- -------
Cash Flows From Investing Activities:
Acquisition of rental properties (35,733) (3,118)
Capital expenditures (1,917) (2,616)
Collection of mortgages receivable 36 32
-------- -------
Net cash used in investing activities (37,614) (5,702)
-------- -------
Cash Flows From Financing Activities:
Proceeds from line of credit 78,755
Principal payments on line of credit (40,554)
Principal payments on mortgages (752) (152)
Distributions paid (9,877) (9,566)
-------- -------
Net cash provided by (used in) financing activities 27,572 (9,718)
-------- -------
Net Change In Cash and Cash Equivalents 1,651 (3,944)
Cash and Cash Equivalents at Beginning of Period 652 6,720
-------- -------
Cash and Cash Equivalents at End of Period $ 2,303 2,776
-------- -------
-------- -------
Supplemental Cash Flow Information - Interest paid $ 3,386 $ 2,162
-------- -------
-------- -------
Supplemental disclosure of non-cash investing and financing
activities:
Issuance of common stock for acquisitions $ 3,728
</TABLE>
See accompanying notes.
4
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. GENERAL
ROC Communities, Inc. and ROCF, Inc. ("Subsidiary") (collectively, the
"Company") were organized on March 31, 1993 in Maryland. The Company
operates as a real estate investment trust. The Company and its
predecessors have been engaged in the ownership, management, acquisition,
operation and expansion of manufactured home communities since 1979. The
Company owned 70 communities (20,514 sites) located in 23 states and fee
managed an additional 36 communities (7,276 sites) as of June 30, 1996.
The Company provides management services for third party owners and
affiliated entities.
On December 20, 1995, the Company organized RCIP, L.P., a Delaware limited
partnership (the "Operating Partnership"). The Operating Partnership,
which is currently a totally-owned subsidiary of the Company, holds nominal
assets and liabilities. If the Company proceeds with an offering of
unsecured non-convertible debt securities or seeks to effect a purchase of
properties on a tax-deferred basis from the sellers of such properties, the
Company will contribute substantially all of its assets or beneficial
interest therein, subject to liabilities, to the Operating Partnership and
will effect such debt offering or purchase through the Operating
Partnership. Thereafter, the Company will conduct substantially all of its
business through, and maintain control over, the Operating Partnership, and
the Operating Partnership will not conduct any operations that are
independent from those of the Company.
On June 26, 1996, the Company organized Redwood Acquisition Corp., a
Maryland corporation (the "RAC"). RAC, which is a totally-owned subsidiary
of the Company, acquired two communities in June 1996.
The accompanying financial statements and related notes have been prepared
in accordance with generally accepted accounting principles for interim
financial reporting and the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted.
In the opinion of management, all adjustments (consisting of only normal
recurring accruals) considered necessary for fair presentation of the
Company's financial position, results of operations and cash flows have
been included. These financial statements should be read in conjunction
with the audited consolidated financial statements and notes thereto
included in the Company's annual report on Form 10-K for the year ended
December 31, 1995. The results of operations for the periods presented are
not necessarily indicative of the results for a full year.
2. ACQUISITION/SALE OF RENTAL PROPERTIES
The Company acquired one manufactured home community in January 1996 for
cash of $9.425 million. The community is located in Cincinnati, Ohio and
is comprised of 354 sites. The acquisition was funded from the Company's
$45 million line of credit.
5
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(CONTINUED)
The Company acquired one manufactured home community in April 1996 for cash
of $4 million. The community is located in Albany, New York and is
comprised of 235 sites. In May 1996, the Company acquired one manufactured
home community for cash of $800,000. The community is located in
Shreveport, Louisiana and is comprised of 448 sites. In June 1996, RAC
acquired two communities for $25.5 million. The communities are located in
Thornton, Colorado and aggregate 1,512 sites. These acquisitions were
funded from the Company's $50 million line of credit, $20 million term
loan, and issuance of 158,017 shares of non-voting redeemable stock.
In June 1996, the Company sold one 113 site community in Yuma, Arizona for
$1.180 million.
3. RENTAL PROPERTY
The following summarizes rental property (in thousands):
JUNE 30, DECEMBER 31,
1996 1995
-------- ------------
Land $ 70,394 $ 62,769
Land improvements and buildings 258,805 225,719
Furniture, fixtures and equipment 3,690 3,173
-------- ----------
332,889 291,661
Accumulated depreciation (25,687) (20,111)
-------- ----------
Rental property, net $307,202 $271,550
-------- ----------
-------- ----------
Land improvements and buildings consist primarily of infrastructure, roads,
landscaping and clubhouses, storage buildings and common amenities.
4. DISTRIBUTIONS
The Company declared a distribution of $.405 per share on June 14, 1996
payable to stockholders of record on June 30, 1996. The distribution was
paid on July 15, 1996.
5. LINE OF CREDIT
On May 2, 1996, the Company replaced its $45 million line of credit with a
$50 million line of credit and $20 million term loan with the First
National Bank of Chicago. The new loans are unsecured, and bear interest
at LIBOR + 1.50%. The line of credit matures in April, 1999 and the term
loan matures in April, 1997.
6
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(CONCLUDED)
6. PROPOSED MERGER
On July 18, 1996, the Company announced that it had signed an Agreement and
Plan of Merger, dated as of July 17, 1996, among the Company, Chateau
Properties, Inc., a Maryland corporation ("Chateau"), Chateau Communities,
Inc., a newly-formed Maryland corporation ("Chateau Communities") organized
by the Company and Chateau, and R Acquisition Sub, Inc., a newly-formed
Maryland corporation and a subsidiary of Chateau Communities ("Rsub"),
which contemplates a strategic business combination transaction pursuant to
which Chateau will merge with Chateau Communities, with Chateau Communities
surviving such merger (the "Chateau Merger"), and the Company will merge
with Rsub, with the Company surviving such merger (the "ROC Merger" and,
together with the Chateau Merger, the "Mergers").
As a result of the Mergers, each outstanding share of common stock, par
value $.01 per share, of the Company ("ROC Common Stock") and non-voting
redeemable stock, par value $.01 per share, of the Company ("ROC Non-Voting
Stock") will be converted into 1.042 shares of common stock, par value
$.0001 per share, of Chateau Communities ("Chateau Communities Common
Stock"), and each outstanding share of common stock, par value $.01 per
share, of Chateau ("Chateau Common Stock") will be converted into one share
of Chateau Communities Common Stock. The Mergers are subject to a number
of conditions, as described in the Merger Agreement. The Mergers are
expected to be completed in the fourth quarter of 1996 and are subject to
approval by the stockholders of both the Company and Chateau as well as
customary regulatory and other conditions.
* * * * *
7
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY
SUPPLEMENTAL FINANCIAL INFORMATION
FUNDS FROM OPERATIONS
The Company believes that funds from operations ("FFO") is an appropriate
measure of performance of an equity REIT. Funds from operations is defined
by the National Association of Real Estate Investment Trusts ("NAREIT") as
"net income (computed in accordance with generally accepted accounting
principles), excluding gains (or losses) from debt restructuring and sales of
property, plus depreciation and amortization, and after adjustments for
unconsolidated partnerships and joint ventures". While the Company believes
that FFO is the most relevant and widely used measure of operating
performance for equity REITs, it does not represent cash generated from
operating activities in accordance with generally accepted accounting
principles and is not indicative of cash available to fund cash needs. FFO
should not be considered as an alternative to net income as an indication of
the Company's operating performance or as an alternative to cash flow as a
measure of liquidity.
In March 1995, NAREIT issued a White Paper which discusses NAREIT's views on
certain interpretative issues under the definition of FFO and also encourages
certain expanded disclosures relating to FFO in the periodic reports issued by
REITs. The White Paper suggests that amortization of deferred financing costs
and depreciation of non-rental real estate assets should no longer be added back
to net income in calculating FFO. The Company reports FFO in accordance with
the interpretative positions set forth in the White Paper. In addition, the
Company provides the expanded disclosures encouraged by the White Paper.
Accordingly, Item A presents FFO for the three months ended June 30, 1996 and
1995 in accordance with the NAREIT definition, giving effect to the interpretive
positions of the White Paper. The Company's presentation of FFO, however, may
not be comparable to other similarly titled measures used by other equity REITs.
Item B sets forth the expanded disclosures encouraged by the White Paper.
THREE MONTHS ENDED
JUNE 30,
------------------
1996 1995
-------- -------
(IN THOUSANDS)
A. FUNDS FROM OPERATIONS
Net Income $3,114 $ 2,958
Add:
Depreciation (1) 2,853 2,507
Amortization of other intangibles (2) 117 118
-------- -------
Funds from operations $6,084 $5,583
-------- -------
-------- -------
- ------------------
(1) Excludes depreciation of non-rental real estate assets of $33,000 and
$23,000 for 1996 and 1995, respectively.
(2) Excludes amortization of debt costs of $159,000 and $264,000 for 1996 and
1995, respectively.
8
<PAGE>
ROC COMMUNITIES, INC. AND SUBSIDIARY SUPPLEMENTAL
FINANCIAL INFORMATION
(CONCLUDED)
B. CAPITAL EXPENDITURES
THREE MONTHS ENDED
JUNE 30,
------------------
1996 1995
-------- -------
(IN THOUSANDS)
Normal recurring $ 702 $ 640
Revenue producing 553 811
Construction in progress 338 202
-------- -------
$1,593 $1,653
-------- -------
-------- -------
9
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
The Company owned 70 (20,514 homesites) and 63 (16,489 homesites) communities as
of June 30, 1996 and 1995, respectively. In addition, the Company fee managed
36 (7,276 homesites) and 38 (9,293 homesites) communities as of June 30, 1996
and 1995, respectively.
At June 30, 1996, the Company had total assets of $323,828,000, consisting
primarily of its manufactured housing communities, and total liabilities of
$132,628,000, consisting primarily of mortgage debt of $59,638,000, line of
credit borrowings of $62,454,000 and distributions payable of $5,096,000.
The Company derives its revenues principally from the rental of homesites at
its communities and, to a lesser extent, fee income from its property management
business.
RESULTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 1996 COMPARED TO THE THREE MONTHS ENDED JUNE 30,
1995.
During the second quarter of 1996, the Company acquired four communities
aggregating 2,213 homesites for $30,300,000 as compared to the second quarter
of 1995 in which the Company had no acquisitions.
The Company had revenues of $14,683,000 and $12,465,000 for the three months
ended June 30, 1996 and 1995, respectively. Rental income increased $2,213,000
(18.63%). The increase included $664,000 (5.59%) related to the communities
owned during both periods primarily as a result of rental increases and utility
pass-throughs. Management income increased $41,000 (13.49%) primarily due to
rental increases at the communities. Other income decreased $36,000 (12.72%)
primarily as a result of a reduction in interest income.
Property operations and maintenance increased $714,000 (18.5%). These expenses
increased $144,000 (3.94%) for the communities owned during both periods
primarily due to utility expense increases of $82,000 resulting from rate and
usage increases. Real estate taxes increased $201,000 (22.09%), of which the
communities owned during both periods accounted for $24,000 (2.55%). General and
administrative expenses increased $165,000 (21.71%) as a result of adding
additional office space at the corporate office and two regional offices and
increased payroll expenses. Interest expense increased $732,000 (68.73%) as a
result of the 1996 acquisitions that were funded from the Company's $45 million
line of credit, $50 million line of credit ("the Line of Credit"), or
$20 million term loan (the "Term Loan"). Depreciation and amortization
expenses increased $250,000 as a result of the 1996 acquisitions.
The Company had net income of $3,114,000 and $2,958,000 for the three months
ended June 30, 1996 and 1995, respectively. The increase in net income of
$156,000 (5.27%) was primarily a result of the operations noted above and the
1996 acquisitions.
10
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
SIX MONTHS ENDED JUNE 30, 1996 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1995
The Company had revenues of $28,922,000 and $24,806,000 for the six months
ended June 30, 1996 and 1995, respectively. Rental income increased $4,120,000
(17.37%). The increase included $1,278,000 (5.39%) related to the communities
owned during both periods primarily as a result of rental increases at the
communities. Management income increased $103,000 (17.61%) due to the addition
of five fee-managed communities and rental increases at the communities. Other
income decreased $107,000 (21.57%) primarily as a result of a reduction in
interest income.
Property operations and maintenance increased $1,423,000 (18.52%). These
expenses increased $402,000 (5.58%) for the communities owned during both
periods primarily due to utility expense increases of $224,000 at the
communities resulting from rate and usage increases and increases in maintenance
expenses of $63,000. Real estate taxes increased $301,000 (15.98%), and the
communities owned during both periods accounted for $40,000 (2.09%) of the
increase. General and administrative expenses increased $262,000 (16.61%) as
a result of adding additional office space at the corporate office and two
regional offices and increased payroll expenses. Interest expense increased
$1,358,000 (63.88%) as a result of the acquisitions that were funded from the
Company's $45 million line of credit, the Line of Credit or the Term Loan.
Depreciation and amortization expenses increased $733,000 as a result of the
1995 and 1996 acquisitions.
The Company had net income of $5,964,000 and $5,771,000 for the six months
ended June 30, 1996 and 1995, respectively. The increase in net income of
$193,000 (3.34%) was primarily a result of the operations noted above and the
1995 third quarter acquisition of three communities and the 1996 acquisitions of
five communities.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, the Company had cash of $2,303,000, cash reserves, established
pursuant to the terms of the Company's mortgage debt for capital replacements
and real property taxes, expected to be incurred during the year of $1,157,000,
and other current assets of $1,251,000. At June 30, 1996, the Company had
accounts payable and accrued expenses of $3,857,000 including property taxes
payable of $1,875,000, distributions payable of $5,096,000, and other current
liabilities of $643,000. At June 30, 1996, the Company had $3,000,000 available
under its $3 million working capital line of credit and $7,546,000 available
under its $50 million line of credit. The Company has $59,638,000 of mortgage
debt (the "Mortgage Debt") which bears interest at a fixed rate of 7.16%. The
mortgage debt is due and payable on August 1, 2000. On May 2, 1996, the Company
replaced its $45 million line of credit with a new facility through the First
National Bank of Chicago, that includes the Line of Credit and the Term Loan.
The new loans are unsecured, and bear interest at LIBOR + 1.50%. The Line of
Credit matures in April, 1999 and the Term Loan matures in April, 1997. On
June 30, 1996, the Company had $42,454,000 outstanding on its $50 million Line
of Credit and $20 million outstanding on its Term Loan.
11
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONCLUDED)
The Company declared a distribution of $5,096,000, or $.405 per share, on
June 14, 1996 for stockholders of record on June 30, 1996. The distribution
was paid on July 15, 1996.
The Company expects to meet its short-term liquidity requirements, principally
distributions to stockholders and capital improvements to its communities,
through funds generated from operations and working capital, including cash
reserves established pursuant to the terms of the Mortgage Debt.
Expansion of existing manufactured home communities, acquisition of additional
communities and the repayment of principal on the Mortgage Debt or any other
debt incurred by the Company, represent the Company's principal long-term
capital requirements. The Company does not expect to generate sufficient cash
flow from operating activities to meet its long-term liquidity needs described
above and intends to finance them primarily through additional equity offerings,
borrowings under the Line of Credit, utilization of the Term Loan or alternative
forms of financing or refinancing.
On July 18, 1996, the Company announced that it had signed an Agreement and Plan
of Merger, dated as of July 17, 1996, among the Company, Chateau Properties,
Inc., a Maryland corporation ("Chateau"), Chateau Communities, Inc., a newly-
formed Maryland corporation ("Chateau Communities") organized by the Company and
Chateau, and R Acquisition Sub, Inc., a newly-formed Maryland corporation and a
subsidiary of Chateau Communities ("Rsub"), which contemplates a strategic
business combination transaction pursuant to which Chateau will merge with
Chateau Communities, with Chateau Communities surviving such merger (the
"Chateau Merger"), and the Company will merge with Rsub, with the Company
surviving such merger (the "ROC Merger" and, together with the Chateau Merger,
the "Mergers").
As a result of the Mergers, each outstanding share of common stock, par value
$.O1 per share, of the Company ("ROC Common Stock") and non-voting redeemable
stock, par value $.O1 per share, of the Company ("ROC Non-Voting Stock") will be
converted into 1.042 shares of common stock, par value $.0001 per share, of
Chateau Communities ("Chateau Communities Common Stock"), and each outstanding
share of common stock, par value $.O1 per share, of Chateau ("Chateau Common
Stock") will be converted into one share of Chateau Communities Common Stock.
The Mergers are subject to a number of conditions, as described in the Merger
Agreement. The Mergers are expected to be completed in the fourth quarter of
1996 and are subject to approval by the stockholders of both the Company and
Chateau as well as customary regulatory and other conditions. The ROC Merger
will not require use of the Company's cash except to pay for certain expenses
relating to such merger. The Company intends to incur additional borrowings for
such purposes in a manner consistent with its policy of maintaining a ratio of
debt-to-total market capitalization of less than 50%.
INFLATION
Substantially all of the leases at the communities allow for monthly or annual
rent increases which provide the Company with the opportunity to achieve
increases in rental income as each lease matures. Such types of leases
generally minimize the risk of inflation to the Company.
12
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27. Financial Data Schedules
(b) Reports on Form 8-K
None
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, thereunto duly authorized.
ROC COMMUNITIES, INC.
(Registrant)
By:
---------------------------------
Gary P. McDaniel
Chairman of the Board of Directors,
President and Chief Executive Officer
(Principal Executive Officer)
Date: August 13, 1996
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF INCOME FOUND ON PAGES
2 AND 3 OF THE COMPANY'S FORM 10-Q FOR THE YEAR-TO-DATE, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 2303
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 332889
<DEPRECIATION> (25687)
<TOTAL-ASSETS> 323828
<CURRENT-LIABILITIES> 0
<BONDS> 122092
0
0
<COMMON> 126
<OTHER-SE> 191074
<TOTAL-LIABILITY-AND-EQUITY> 323828
<SALES> 0
<TOTAL-REVENUES> 28922
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 19474
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3484
<INCOME-PRETAX> 5964
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5964
<EPS-PRIMARY> .48
<EPS-DILUTED> .48
</TABLE>
