<PAGE>
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
(As last amended in Rel. No. 312905, eff. 4/26/93.)
UNITED STATES
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
Commission File Number: 1-12286
MID-ATLANTIC REALTY TRUST
(Exact name of registrant as specified in its charter)
MARYLAND 52-1832411
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1306 Concourse Drive, Suite 200, Linthicum 21090
(Address of principal executive offices) (Zip Code)
(410) 684-2000
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 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
6,075,835 Common Shares were outstanding as of June 30, 1996.
<PAGE> 1
MID-ATLANTIC REALTY TRUST
AND SUBSIDIARIES
Part I. FINANCIAL INFORMATION
Item 1. CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF OPERATIONS
CONSOLIDATED STATEMENTS OF CASH FLOWS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Part II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
Item 2. CHANGES IN SECURITIES
Item 3. DEFAULTS UPON SENIOR SECURITIES
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Item 5. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
2
<PAGE>
Part I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
MID-ATLANTIC REALTY TRUST
Consolidated Balance Sheets
As of
June 30, December 31,
1996 1995
(UNAUDITED)
ASSETS
Properties:
Operating properties................$ 195,899,557 204,132,134
Less accumulated depreciation and
amortization ................... 40,376,602 39,430,308
------------- -------------
155,522,955 164,701,826
Development operations ............. 1,932,637 1,510,544
Property held for development or sale 7,091,143 8,179,378
------------ -------------
164,546,735 174,391,748
Cash and cash equivalents ........... 991,903 514,386
Notes and accounts
receivable - tenants and other...... 1,407,466 2,350,578
Due from joint venture partners ...... 1,672,170 1,599,581
Prepaid expenses and deposits ....... 180,523 449,850
Deferred financing costs ............. 3,130,391 3,215,156
------------ -------------
$ 171,929,188 182,521,299
============ =============
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Accounts payable and accrued expenses$ 3,476,162 4,604,848
Notes payable ....................... 10,000,000 21,530,143
Construction loan payable ........... - 10,099,510
Mortgages payable ................... 75,513,010 62,411,104
Convertible subordinated debentures.. 59,263,000 59,980,000
Deferred income...................... 1,173,675 1,222,673
Minority interest in
consolidated joint ventures ....... 1,826,877 1,734,799
------------ -------------
151,252,724 161,583,077
Shareholders' Equity:
Preferred shares of beneficial interest,
$.01 par value, authorized 2,000,000 shares,
issued and outstanding, none ..... - -
Common shares of beneficial interest,
$.01 par value, authorized
100,000,000, issued
and outstanding, 6,075,835 and
6,016,111, respectively .......... 60,758 60,161
Additional paid-in capital.......... 40,998,492 40,389,783
Distributions in excess of accumulated
earnings .................... (20,382,786) (19,511,722)
------------ ------------
20,676,464 20,938,222
------------ ------------
$171,929,188 182,521,299
============ ============
See accompanying notes to consolidated financial statements.
<PAGE> 3
<PAGE>
MID-ATLANTIC REALTY TRUST
Consolidated Statements of Operations
(UNAUDITED)
Six Months Ended
June 30,
1996 1995
REVENUES:
Rentals ............................$ 12,856,959 11,686,651
Gain on sales of properties
held for sale, net ........... - 4,559
Other .............................. 547,524 581,713
------------ -----------
13,404,483 12,272,923
COSTS AND EXPENSES:
Interest .......................... 6,298,334 5,832,522
Depreciation and amortization
of property and improvements ..... 2,670,734 2,419,100
Operating ......................... 1,841,975 1,537,675
General and administrative ......... 974,677 830,009
------------ -----------
11,816,283 10,619,306
EARNINGS FROM OPERATIONS
BEFORE MINORITY INTEREST .......... 1,588,200 1,653,617
Minority interest expense ............ (376,459) (355,561)
------------ -----------
EARNINGS FROM OPERATIONS ............ 1,211,741 1,298,056
Gain on life insurance proceeds ...... - 1,001,787
Gain (loss) on sales of operating
properties ........................ 699,721 (377,358)
------------ ------------
EARNINGS BEFORE CUMULATIVE EFFECT OF
CHANGE IN ACCOUNTING PRINCIPLE....... 1,911,462 1,922,485
Cumulative effect of change in
accounting for percentage rents .. - 612,383
------------ -----------
NET EARNINGS .........................$ 1,911,462 2,534,868
============ ===========
PER SHARE DATA:
EARNINGS PER SHARE BEFORE CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE 0.32 0.31
Cumulative effect of change in
accounting principle - 0.10
NET EARNINGS .......................$ 0.32 0.41
============ ===========
MID-ATLANTIC REALTY TRUST
Consolidated Statements of Operations
(UNAUDITED)
Three Months Ended
June 30,
1996 1995
REVENUES:
Rentals ............................$ 6,414,569 5,716,748
Gain on sales of properties
held for sale, net ........... - -
Other .............................. 286,631 296,021
------------ -----------
6,701,200 6,012,769
COSTS AND EXPENSES:
Interest .......................... 3,132,498 2,922,505
Depreciation and amortization
of property and improvements ..... 1,336,801 1,215,323
Operating ......................... 1,030,563 743,211
General and administrative ......... 503,911 403,453
------------ -----------
6,003,773 5,284,492
EARNINGS FROM OPERATIONS
BEFORE MINORITY INTEREST .......... 697,427 728,277
Minority interest expense ............ (197,491) (158,219)
------------ -----------
EARNINGS FROM OPERATIONS ............ 499,936 570,058
Gain on life insurance proceeds ...... - -
Gain (loss) on sales of operating
properties ........................ 178,005 -
------------ ------------
EARNINGS BEFORE CUMULATIVE EFFECT OF
CHANGE IN ACCOUNTING PRINCIPLE....... 677,941 570,058
Cumulative effect of change in
accounting for percentage rents .. - -
------------ -----------
NET EARNINGS .........................$ 677,941 570,058
============ ===========
PER SHARE DATA:
EARNINGS PER SHARE BEFORE CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE 0.11 0.09
Cumulative effect of change in
accounting principle - -
NET EARNINGS .......................$ 0.11 0.09
============ ===========
See accompanying notes to consolidated financial statements.
<PAGE> 4
<PAGE>
MID-ATLANTIC REALTY TRUST
Consolidated Statements of Cash Flows
(UNAUDITED)
Six Months Ended June 30,
1996 1995
Cash flows from operating activities:
Net earnings .......................$ 1,911,462 2,534,868
Adjustments to reconcile net earnings
to net cash provided by operating activities:
Depreciation and amortization .... 2,670,734 2,419,100
(Gain) loss on sales of operating
properties ..................... (699,721) 377,358
Minority interest in earnings, net 376,459 355,561
Gain on sales of properties held for
sale, net ...................... - (4,559)
Changes in operating assets and liabilities:
Decrease in operating assets .... 1,212,439 405,280
(Decrease) increase in operating
liabilities ................... (1,177,684) 204,523
------------ -----------
Total adjustments ........... 2,382,227 3,757,263
------------ ----------
NET CASH PROVIDED BY OPERATING
ACTIVITIES ........................ 4,293,689 6,292,131
Cash flows from investing activities:
Additions to properties ............ (2,335,536) (7,077,363)
Proceeds from sales of properties... 10,209,536 1,744,073
Receipts from minority partners .... 51,000 181,000
Payments to minority partners ...... (407,970) (384,312)
------------ ------------
NET CASH PROVIDED BY (USED IN) INVESTING
ACTIVITIES ........................ 7,517,030 (5,536,602)
------------ ------------
Cash flows from financing activities:
Proceeds from notes payable ....... 24,680,565 32,600,000
Principle payments on notes payable (36,210,708) (37,004,635)
Proceeds from mortgages payable .... 18,900,000 7,700,000
Principal payments on mortgages
payable .......................... (5,798,094) (260,221)
Proceeds from construction loan
payable .......................... 194,222 -
Principle payments on construction loan
payable .......................... (10,293,732) -
Additions to deferred finance costs (222,960) (182,792)
Amortization of deferred finance costs 280,945 283,276
Shares purchased ................... (80,914) (760,092)
Dividends paid .................... (2,782,526) (2,746,946)
------------ -----------
NET CASH USED IN FINANCING
ACTIVITIES ................. (11,333,202) (371,410)
NET INCREASE IN CASH
AND CASH EQUIVALENTS ............... 477,517 384,119
CASH AND CASH EQUIVALENTS,
beginning of period ................ 514,386 344,522
------------ ------------
CASH AND
CASH EQUIVALENTS, end of period ...$ 991,903 728,641
During the six month period ended June 30, 1996, $717,000 in convertible
debentures were converted to 68,284 common shares of beneficial interest
decreasing convertible subordinated debentures by $717,000, decreasing deferred
financing costs by $26,780 and increasing shareholders' equity by $690,220.
During the six month periods ended June 30, 1996 and 1995, $65,614
and $208,427, respectively, in interest costs were capitalized as
construction period interest in development operations.
In April, 1995, $20,000 in convertible debentures were converted to 1,904 common
shares of beneficial interest decreasing convertible subordinated debentures by
$20,000, decreasing deferred financing costs by $858 and increasing
shareholders' equity by $19,142.
See accompanying notes to consolidated financial statements.
<PAGE> 5<PAGE>
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements
(UNAUDITED)
ORGANIZATION
Mid-Atlantic Realty Trust (the "Company", or "MART") was formed on June 29,
1993 and commenced operations effective with the completion of its initial
public share offering on September 11, 1993. The Company is the successor
to the operations of BTR Realty, Inc. (the predecessor to the company),
(BTR), and qualifies as a real estate investment trust (REIT) for
Federal income tax purposes.
CONSOLIDATED FINANCIAL STATEMENTS
The consolidated balance sheet as of June 30, 1996 and the consolidated
statements of operations for the Company for the three and six month periods
ended June 30, 1996 and June 30, 1995 and the consolidated statements of
cash flows for the periods ended June 30, 1996 and June 30, 1995, have
been prepared by the Company without audit. In the opinion of management,
all adjustments (which include only normal recurring adjustments) necessary
to present fairly the financial position and the results of operations have
been included. The results of operations for the periods ended
June 30, 1996 are not necessarily indicative
of the operating results for the full year.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted. It is suggested that these consolidated financial statements
be read in conjunction with the consolidated financial statements and notes
thereto included in the Mid-Atlantic Realty Trust December 31, 1995
Annual Report to Shareholders.
Certain amounts for 1995 have been reclassified to
conform to 1996 presentation.
DEFERRED FINANCE COSTS
Effective January 1, 1996 the Company changed its reporting of amortization of
deferred finance costs. During the year ended December 31, 1995 and previously,
the annual amortization of deferred finance costs was reported in the
depreciation and amortization of property and improvements expense line on the
consolidated statements of operations. On January 1, 1996, the Company began
reporting the annual amortization of deferred finance costs in the interest
expense line on the consolidated statement of operations. The comparative prior
year interest and depreciation and amortization expense line items have been
reclassified to reflect this change.
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
Effective January 1, 1995 the Company changed its accounting treatment for
percentage rent. Percentage rent revenues are based on store sales for certain
periods and are charged according to a percentage over a breakpoint amount of
sales for the period according to the lease agreement. During the year ended
December 31, 1994 and previously, percentage rent was recognized as rental
revenues in the period when the actual percentage rent was billed and received.
The new method recognizes percentage rent as rental revenues in the period when
the actual percentage rent is earned. The Company began on January 1, 1995
estimating the percentage rent earned from major tenants and recorded
the amounts monthly as receivable. The cumulative effect of this change
on January 1, 1995 was $612,383. The Company believes that this
change is preferable since it provides better matching of revenues
and expenses.
GAIN ON LIFE INSURANCE PROCEEDS
In January, 1995, the Company received $1,002,000 in life insurance proceeds
as a result of the death of a former BTR general partner and officer.
NET EARNINGS PER SHARE
Net earnings per share of common share and common share equivalents were
computed by dividing net earnings by the primary weighted average number of
common share and common share equivalents outstanding for each period. The
weighted primary weighted average number of common shares and common share
equivalents for the six month periods ended June 30, 1996 and June 30, 1995 was
6,036,632 and 6,252,446, respectively. The weighted average number of common
shares and common share equivalents for the three month periods ended June 30,
1996 and June 30, 1995 was 6,051,699 and 6,214,566, respectively.
CONVERTIBLE SUBORDINATED DEBENTURES
The Company sold $60,000,000 in convertible subordinated debentures in
September, 1993. During the six months ended June 30, 1996, $717,000 in
debentures were converted to 68,284 common shares of beneficial interest. The
balance of the debentures, of $59,263,000, convertible at $10.50 per share, if
fully converted, would produce an additional 5,644,095 shares.
CONTINUED
<PAGE> 6
<PAGE>
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements - Continued
(UNAUDITED)
MART INCENTIVE STOCK OPTION PLANS
MART has an Omnibus Share Plan "Plan", under which Trustees, officers and
employees may be granted awards of stock options, stock appreciation rights,
performance shares and restricted stock. The purpose of the Plan is to provide
equity-based incentive compensation based on long-term appreciation in value of
MART's shares and to promote the interests of MART and its shareholders by
encouraging greater management ownership of MART's shares. Pursuant to the
Plan, the Company authorized on February 1, 1994 the availability of 300,000
shares for the Plan. Upon inception at February 1, 1994, trustees, officers and
key employees were granted 256,000 stock options. During 1995 additional
grants and cancellations of stock options totaled 1,332 and 3,000, respectively.
The outstanding stock options at June 30, 1996, totaling 254,332, allow
holders to purchase one share of MART stock for $10.50 per share. Of
outstanding stock options, 254,332 were vested and exercisable at June 30,
1996. The closing price of MART shares at June 30, 1996 was $9.94 per share.
No options were exercised during the period ended June 30, 1996 and based on
the market value of MART shares, the options, if converted, would be
anti-dilutive producing fewer weighted average shares for the six months ended
June 30, 1996.
On September 14, 1995, the Company authorized the availability of 180,000
shares for a "New Plan", the 1995 Stock Option Plan. The New Plan granted a
number of shares equal to approximately 56% of the number under the current
Plan, or 141,300. One third of the shares, or 47,100, vested on September 30,
1995, exercisable at $8 15/16 per share. The balance of the shares will vest on
the first and second anniversary thereof, to be priced at the market price
on the close of business each date of vesting. No options were
exercised during the period September 30, 1995 through
June 30, 1996 and based on the market value of MART shares,
the options, if converted, would be dilutive producing 4,740 shares.
This dilution of shares combined with the conversion of
convertible debentures would be anti-dilutive.
ACQUISTION OF OUTSTANDING SHARES
On February 14, 1995, the MART Board of Trustees approved a stock repurchase
plan which authorizes the repurchase of up to approximately 310,000 shares. The
Company purchased 277,200 shares during the year ended December 31, 1995 for
$2,234,616, at an average cost of $8.06 per share. On February 12, 1996 the
MART Board of Trustees increased by 100,000 the authorized number of shares
that may be repurchased up to 410,000. During the six months ended June 30,
1996 the Company purchased an additional 8,560 shares at an average
cost of $9.45 per share.
SHAREHOLDERS' EQUITY
During the six months ended June 30, 1996, shareholders' equity changed for
the following items:
- Net earnings of $1,911,462.
- Dividend paid by MART of $2,782,526.
- Shares purchased by MART of $80,914.
- Common shares and Additional paid-in-capital
increased by $690,220 due to conversion of $717,000
in debentures.
<PAGE> 7<PAGE>
Part I. FINANCIAL INFORMATION
Item 2.
MID-ATLANTIC REALTY TRUST
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion compares the operations for the six and three month
periods ended June 30, 1996 with the operations for the six and three month
periods ended June 30, 1995.
Comparison of six months ended June 30, 1996 to six months ended June 30, 1995
Rental revenues increased by $1,170,000 or 10% to $12,857,000 for the six
months ended June 30, 1996 from $11,687,000 for the six months ended June 30,
1995. The purchase of the Brandywine Commons Shopping Center in November,
1995 and the opening of the Owings Mills New Town Shopping Center in
November, 1995 contributed $1,639,000 in additional revenues for the period.
Redevelopment, occupancy and rental rate increases contributed to rental
increases of approximately $490,000. The increases were offset by $702,000
in rental revenue decreases attributable to the sale in February, 1995 of the
Regal Row warehouse project, the sale in January, 1996 of the
Dolton Bowling Center, the sale in January, 1996 of the Park
Sedona center, and the sale in December, 1995 of the McRay
Shopping Center. In addition, $257,000 in rental decreases
were primarily related to vacancies and lower percentage rents.
Gain on sales of properties held for sale decreased by $4,000.
Other income decreased by $35,000 to $547,000 from $582,000 primarily due
to rental insurance proceed income in 1995.
As a result of the above changes total revenues increased by $1,131,000 to
$13,404,000 from $12,273,000.
Interest expense increased by $466,000 to $6,298,000 from $5,832,000
primarily due to the increased debt for the development of the Owings Mills New
Town and the redevelopment of York Road Plaza.
Depreciation and amortization increased by $252,000 to $2,671,000 from
$2,419,000 primarily due to depreciation increases related to the purchase of
Brandywine Commons, the development of Owings Mills New Town and the
Harford Mall Annex offset by decreases related to the sale of Park Sedona and
McRay.
Operating expenses increased by $334,000 to $1,872,000 from $1,538,000
primarily due to the purchase of Brandywine Commons, as well as increased
landlord expenses due to higher vacancies, and increased electric, janitorial,
security, and landscaping expenses in the Gateway Offices. Although snow
removal expenses were higher than expected, the additional landlord portion
of the expenses did not increase operating expenses significantly for the six
months ended June 30, 1996.
General and administrative expenses increased by $145,000 to $975,000 from
$830,000 due primarily to higher payroll expenses, $73,000, and higher insurance
and legal fee expenses, $40,000.
Minority interest expense increased by $20,000 to $376,000 from $356,000
generally due to higher earnings in minority interest ventures in 1996.
Earnings from operations decreased by $86,000 to $1,212,000 from $1,298,000.
For the six month period ended June 30, 1995, MART had a loss on the sale of
the Regal Row warehouse operating property of $377,000, a cumulative effect
of a change in accounting for percentage rents of $612,000 and a gain on life
insurance proceeds of $1,002,000, which, when combined with earnings from
operations resulted in net earnings of $2,535,000 for the period. In the six
month period ended June 30, 1996, MART recognized a gain on sales of operating
properties of $700,000 (which included gains on the sales of Dobson-Guadalupe
of $178,000, Park Sedona of $160,000 and the Dolton Bowl of $362,000),
which, when combined with earnings from operations, resulted in
net earnings of $1,912,000 for the period.
Continued
<PAGE> 8
<PAGE>
MID-ATLANTIC REALTY TRUST
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - Continued
Comparison of three months ended June 30, 1996 to three months ended June 30,
1995
Rental revenues increased by $698,000 or 12% to $6,415,000 for the three
months ended June 30, 1996 from $5,717,000 for the three months ended June 30,
1995. The purchase of the Brandywine Commons Shopping Center in November,
1995 and the opening of the Owings Mills New Town Shopping Center in
November, 1995 contributed $840,000 in additional revenues for the period.
Redevelopment, occupancy and rental rate increases contributed to rental
increases of approximately $331,000. The increases were offset by $351,000 in
rental revenue decreases attributable to the sale in February, 1995 of the Regal
Row warehouse project, the sale in January, 1996 of the Dolton Bowling center,
the sale in January, 1996 of the Park Sedona center, and the sale in December,
1995 of the McRay Shopping Center. In addition, $122,000 in rental decreases
were primarily related to vacancies.
Other income decreased by $10,000 to $286,000 from $296,000 primarily due to
lower interest income in 1996.
As a result of the above changes total revenues increased by $688,000 to
$6,701,000 from $6,013,000.
Interest expense increased by $210,000 to $3,133,000 from $2,923,000
primarily due to the increased debt for the development of the Owings Mills
New Town and the redevelopment of York Road Plaza.
Depreciation and amortization increased by $121,000 to $1,337,000 from
$1,215,000 primarily due to depreciation increases related to the purchase of
Brandywine Commons, the development of Owings Mills New Town and the
Harford Mall Annex, offset by decreases related to the sales of Park Sedona
and McRay.
Operating expenses increased by $287,000 to $1,031,000 from $743,000
primarily due to the purchase of Brandywine Commons, and higher landlord
expenses due to higher vacancies and higher tenant reserves.
General and administrative expenses increased by $101,000 to $504,000 from
$403,000 due primarily to higher payroll expenses, $41,000, and
higher insurance, computer and legal fee expenses $30,000.
Minority interest expense increased by $39,000 to $197,000 from $158,000
generally due to higher earnings in minority interest ventures in 1996.
Earnings from operations decreased by $70,000 to $500,000 from $570,000. In
the three month period ended June 30, 1996, MART recognized a gain on sale of
operating properties of $178,000 (Dobson-Guadalupe), which, when combined with
earnings from operations, resulted in net earnings of $678,000 for the period.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings - In the ordinary course of business, the Company is
involved in legal proceedings. However, there are no material legal proceedings
pending against the Company.
Item 2. Changes in Securities - None
Item 3. Defaults upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - The Annual
Meeting of Shareholders was held on May 17, 1996. Elected to serve for ensuing
year until the election and qualification of their successors were:
Marc P. Blum, Robert A. Frank, LeRoy E. Hoffberger,
F. Patrick Hughes, M. Ronald Lipman,
Daniel S. Stone, David F. Benson, and Stanley J. Moss.
Matter Voted Upon For Against Withheld
a. Election of Trustees:
Marc P. Blum 5,303,846 - 17,914
Robert A. Frank 5,304,012 - 17,748
LeRoy E. Hoffberger 5,304,394 - 17,366
F. Patrick Hughes 5,305,773 - 15,987
M. Ronald Lipman 5,306,112 - 15,648
Daniel S. Stone 5,306,112 - 15,648
David F. Benson 5,305,112 - 16,648
Stanley J. Moss 5,303,212 - 18,548
b. Proposal to approve the
Mid-Atlantic Realty Trust
1995 Stock Option Plan: 5,078,701 189,942 53,117
c. Proposal to approve the
appointment of KPMG Peat
Marwick LLP as the
independent certified public
accountants of MART for the
fiscal year ending December
31, 1995: 5,279,315 18,922 23,523
Because the matters voted upon at the meeting required the approval of only
a majority of the votes cast at the meeting, votes withheld,
abstentions and broker non-votes had no effect upon the
ultimate outcome of the vote.
<PAGE> 9<PAGE>
MID-ATLANTIC REALTY TRUST
Item 5. Other Information -
Summary Financial Data
The following sets forth summary financial data which has been prepared
by the Company without audit. Management believes the
following data should be used as a supplement to the historical
statements of operations. The data should be read in conjunction
with the historical financial statements and the notes
thereto for MART.
MID-ATLANTIC REALTY TRUST
Summary Financial Data
(In thousands, except per share data)
Six months Three months
ended June 30, ended June 30,
1996 1995 1996 1995
Revenues $13,404 $12,273 $6,701 $6,013
Net earnings $1,911 $2,535 $678 $570
Net earnings per share
-primary $0.32 $0.41 $0.11 $0.09
OTHER FINANCIAL DATA:
Funds from operations
(FFO) (1)(2)-primary $3,882 $3,713 $1,837 $1,785
FFO - fully diluted (2) $6,305 $6,153 $3,043 $3,006
Weighted average number of
shares outstanding - primary 6,037 6,252 6,052 6,215
Weighted average number of shares
outstanding - fully diluted 11,681 11,965 11,696 11,927
SELECTED CASH FLOW DATA:
Net cash flow provided by
operating activities $4,294 $6,292
Funds from operations - (primary) Reconciliation to Net Earnings
Net earnings $1,911 2,535 $678 $570
Less: Non Recurring items -
Cumulative effect of change in
accounting for percentage
rents - (612) - -
Gain on Life Insurance
Proceeds - (1,002) - -
Add: Depreciation &
Amortization 2,671 2,419 1,337 1,215
Less: Gains on Sales or
Add: Loss on Sales (700) 373 (178) -
---------- -------- -------- -------
Funds from operations (FFO)-
primary $3,882 $3,713 $1,837 $1,785
========= ======== ======== =======
(1) Funds from operations as defined by the National Association of
Real Estate Investment Trusts, Inc. (NAREIT) - Funds from
operations means net income (computed in accordance with
generally accepted accounting principles), excluding cumulative
effects of changes in accounting principles, extraordinary
or unusual items, and gains (or losses) from debt restructuring
and sales of property, plus depreciation and amortization, and
after adjustments for unconsolidated partnerships and joint
ventures. FFO does not represent cash flows from operations
as defined by generally accepted accounting principles
(GAAP). FFO is not indicative that cash flows are adequate
to fund all cash needs and is not to be considered as an
alternative to net income as defined by GAAP. The
presentation of funds from operations is not normally
included in financial statements prepared in accordance
with GAAP.
(2) Effective January 1, 1996 the Company adopted changes
to the NAREIT definition of funds from operations. Certain
amounts for 1995 have been reclassified to conform to
the 1996 presentation.
Item 6. Exhibits and Reports on Form 8-K -
Exhibit No. 27 - Financial Data Schedule
Filed thru EDGAR
<PAGE> 10
<PAGE>
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
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.
MID-ATLANTIC REALTY TRUST AND
SUBSIDIARIES
(Registrant)
Date 07/23/96 By: /s/ F. Patrick Hughes
F. Patrick Hughes
President
Principal Executive Officer
Date 07/23/96 By: /s/ Paul G. Bollinger
Paul G. Bollinger
Controller
Principal Financial Officer
11<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 992
<SECURITIES> 0
<RECEIVABLES> 1,407
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS><F1> 0
<PP&E> 164,547
<DEPRECIATION> 40,377
<TOTAL-ASSETS> 171,929
<CURRENT-LIABILITIES><F1> 0
<BONDS> 134,776
<COMMON> 61
0
0
<OTHER-SE> 20,616
<TOTAL-LIABILITY-AND-EQUITY> 171,929
<SALES> 0
<TOTAL-REVENUES> 13,404
<CGS> 0
<TOTAL-COSTS> 11,816
<OTHER-EXPENSES> 376
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,298
<INCOME-PRETAX> 1,911
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,911
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,911
<EPS-PRIMARY> .32
<EPS-DILUTED> .37
<FN>
<F1> Mid-Atlantic Realty Trust (MART) is in the specialized real estate
<F1> industry for which the current/noncurrent distinction is deemed in
<F1> practice to have little or no relevance. Therefore, MART prepares
<F1> unclassified balance sheets wlhich do not report current assets or
<F1> current liabilities.
</FN>
</TABLE>
