<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
September 23, 1997
HOME PROPERTIES OF NEW YORK, INC.
(Exact name of Registrant as specified in its Charter)
MARYLAND 1-13136 16-1455126
(State or other (Commission file (I.R.S. Employer
jurisdiction of number) Identification
incorporation or Number)
organization)
850 CLINTON SQUARE
ROCHESTER, NEW YORK 14604
(Address of principal executive offices)
Registrant's telephone number, including area code: (716) 546-
4900
Not applicable
(Former name or former address, if changed since last report)
Consecutive No. Page 1 of
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Exhibit Index at Page
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HOME PROPERTIES OF NEW YORK, INC.
AMENDMENT NO. 1 TO
CURRENT REPORT
ON FORM 8-K/A
Home Properties of New York, Inc. hereby amends items 2, 5 and 7
of its Current Report on Form 8-K, which was filed on October 3,
1997, as set forth in the pages attached hereto:
Items 2 and 5. Acquisition of Assets.
Financial Statements for the Philadelphia Acquisition on
September 23, 1997 are presented in Item 7.
Item 7. Financial Statements and Exhibits.
a. Financial Statements of the business acquired:
Audited statement of revenues and
certain expenses of the Philadelphia Acquisition
for the year ended December 31, 1996.
b. Pro Forma Financial Information:
Pro forma consolidated statement of
operations of the Company for the nine months
ended September 30, 1997 and for the year ended
December 31, 1996 (unaudited).
Notes to the pro forma consolidated
statement of operations of the Company for the
nine months ended September 30, 1997 and for the
year ended December 31, 1996 (unaudited).
c. Exhibit 23.0 Consent of Coopers & Lybrand.
Page 2
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Philadelphia Acquisition Properties
------
Statement of Revenues and Certain Expenses
December 31, 1996
Page 3
<PAGE>
Report of Independent Accountants
To the Board of Directors and Stockholders of
Home Properties of New York, Inc.
We have audited the accompanying statement of revenues and
certain expenses, as defined in Note 1, of Philadelphia
Acquisition Properties for the year ended December 31, 1996. The
statement of revenues and certain expenses is the responsibility
of Philadelphia Acquisition Properties' management. Our
responsibility is to express an opinion on the statement of
revenues and certain expenses based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement of revenues and certain expenses is free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
statement of revenues and certain expenses. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
presentation of the statement of revenues and certain expenses.
We believe that our audit provides a reasonable basis for our
opinion.
The accompanying statement of revenues and certain expenses was
prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission, as
described in Note 1, and is not intended to be a complete
presentation of Philadelphia Acquisition Properties' revenues and
expenses.
In our opinion, the statement of revenues and certain expenses
referred to above presents fairly, in all material respects, the
revenues and certain expenses, as defined in Note 1, of
Philadelphia Acquisition Properties for the year ended December
31, 1996, in conformity with generally accepted accounting
principles.
/s/ Coopers & Lybrand L.L.P.
----------------------------
COOPERS & LYBRAND L.L.P.
Rochester, New York
October 24, 1997
Page 4
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Philadelphia Acquisition Properties
Statement of Revenues and Certain Expenses
(In Thousands)
<TABLE>
<CAPTION>
Period January 1
through
September 23, 1997 Year Ended
(unaudited) December 31, 1996
------------------ -----------------
<S> <C> <C>
Revenues:
Rental income $8,183 $10,938
Other income 247 310
------ ------
8,430 11,248
------ ------
Certain expenses:
Property operating and maintenance 2,885 3,621
Real estate taxes 970 1,271
------ ------
3,855 4,892
------ ------
Revenues in excess of certain expenses $4,575 $ 6,356
====== =======
</TABLE>
The accompanying note is an integral part of the financial
statement.
Page 5
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1. Basis of Presentation and Summary of Significant Accounting
Policies
Business
The accompanying statement of revenues and certain expenses
includes the operations (see "Basis of Presentation" below)
of Philadelphia Acquisition Properties, twelve residential
properties owned by parties not related to Home Properties of
New York, Inc. (the "Company").
The Company, through its subsidiary Home Properties of New
York, L.P., acquired 100% of the real estate of Philadelphia
Acquisition Properties, 1,750 apartment units located in
twelve communities in suburban markets in the surrounding
Philadelphia, Pennsylvania area, on September 23, 1997.
Basis of Presentation
The accompanying financial statement is not representative of
the actual operations of Philadelphia Acquisition Properties
for the period shown. Certain expenses have been excluded
which may not be comparable to the proposed future operations
of Philadelphia Acquisition Properties. Expenses excluded
relate to property management fees, interest expense,
depreciation and amortization expense and other expenses not
directly related to the future operations of Philadelphia
Acquisition Properties. The Company is not aware of any
material factors relating to Philadelphia Acquisition
Properties that would cause the reported financial
information not to be necessarily indicative of future
operating results.
Revenue Recognition
Rental income attributable to residential leases is recorded
when due from residents. Leases are generally for terms of
one year.
Interim Unaudited Financial Statement
The accompanying interim unaudited statement of revenues and
certain expenses for the period from January 1 through
September 23, 1997 has been prepared pursuant to the rules
and regulations of the Securities and Exchange Commission.
The results of operations of such interim period are not
necessarily indicative of the results for the full year.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could
differ from those estimates.
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HOME PROPERTIES OF NEW YORK, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997
(Unaudited, In Thousands, Except Share and Per Share Data)
The unaudited pro forma Consolidated Statement of Operations for
the nine months ended September 30, 1997 and for the year ended
December 31, 1996 is presented as if the Philadelphia Acquisition
had occurred on January 1, 1996. The unaudited pro forma
Consolidated Statement of Operations should be read in
conjunction with the Statements of Revenues and Certain Expenses
of the Philadelphia Acquisition and notes thereto included
elsewhere herein. In management's opinion, all adjustments
necessary to reflect the effects of the purchase of the
Philadelphia Acquisition have been made.
The unaudited pro forma Consolidated Statement of Operations is
not necessarily indicative of what the actual results of
operations would have been assuming the transactions had occurred
as of the beginning of the period presented, nor does it purport
to represent the results of operations for future periods.
<TABLE>
<CAPTION>
For the Nine Months Ended September 30, 1997
-----------------------------------------------------------
Home Properties
of New York, Inc. Philadelphia Pro Forma Company
Historical (A) Acquisition (B) Adjmt. Pro Forma
----------------- --------------- --------- ---------
<S> <C> <C> <C> <C> <C>
Revenues:
Rental income $41,486 $8,183 $ 49,669
Property other income 1,223 106 1,329
Other income 2,398 141 2,539
------- ------ ------ -------
Total revenues 45,107 8,430 $ 53,537
------- ------ ------ -------
Expenses:
Operating and maintenance 20,692 3,855 24,547
General and administrative 1,306 150 (C) 1,456
Interest 7,737 2,880 (D) 10,617
Depreciation and amortization 7,447 1,219 (E) 8,666
------- ------ ------ -------
Total expenses 37,182 3,855 4,249 45,286
------- ------ ------ -------
Income before minority interest of
Unit holders and disposition of property 7,925 4,575 ( 4,249) 8,251
Loss on disposition of property 2,155 - - 2,155
------- ------ ------ -------
Income before minority interest $ 5,770 $4,575 ($4,249) 6,096
======= ====== ======
Minority interest of Unit holders (F) 2,259
-------
Net income $ 3,837
=======
Net income per common share $ 0.55
=======
Weighted average number of shares
outstanding 6,916,434
=========
</TABLE>
Page 7
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HOME PROPERTIES OF NEW YORK, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
(Unaudited, In Thousands, Except Share and Per Share Data)
<TABLE>
<CAPTION>
For the Year Ended December 31, 1996
-----------------------------------------------------------
Home Properties
of New York, Inc. Philadelphia Pro Forma Company
Historical (A) Acquisition (B) Adjmt Pro Forma
----------------- --------------- --------- ---------
<S> <C> <C> <C> <C>
Revenues:
Rental income $42,214 $10,938 $53,152
Property other income 1,025 127 1,152
Other income 2,431 183 $ - 2,614
------- ------- -------- -------
Total revenues 45,670 11,248 56,918
------- ------- -------- -------
Expenses:
Operating and maintenance 21,859 4,892 26,751
General and administrative 1,482 200 (C) 1,682
Interest 9,208 3,839 (D) 13,047
Depreciation and amortization 8,077 1,625 (E) 9,702
------- ------- -------- -------
Total expenses 40,626 4,892 5,664 51,182
------- ------- -------- -------
Income before minority interest of
Unit holders $ 5,044 $ 6,356 ($5,664) 5,736
------- ------- --------
Minority interest of Unit holders (F) 1,417
-------
Net Income $ 4,319
=======
Net Income per common share $0.77
=====
Weighted average number of
shares outstanding 5,601,027
=========
</TABLE>
Page 8
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HOME PROPERTIES OF NEW YORK, INC.
NOTES TO PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND
FOR THE YEAR ENDED DECEMBER 31, 1996
(Unaudited, In Thousands)
(A) Reflects the historical consolidated statement of operations
for the Company for the nine months ended September 30, 1997
and the historical consolidated statement of operations for
the Company and for the year ended December 31, 1996.
(B) Reflects the historical revenues and certain expenses of the
Philadelphia Acquisition which were not owned by the Company
for the period January 1, 1997 through September 23, 1997
and for the year ended December 31, 1996.
(C) Reflects the increase in General and Administrative expenses
related to the acquisition properties.
(D) Reflects the increase related to the debt borrowed to finance
the acquisitions. The interest is calculated as follows:
<TABLE>
<CAPTION>
Interest
Principal ---------------
Balance 9 mos. 12 mos.
------- ------ -------
<S> <C> <C> <C>
Amortizing mortgages with a
weighted average interest
rate of 8.30% (for the
period 1/1/97-9/23/97) $35,134 $2,188 $2,917
Line of credit ranging
from 7.20% to 7.62% (for
the period 1/1/97-9/23/97) 12,396 692 922
------- ------ ------
$47,530 $2,880 $3,839
======= ====== ======
</TABLE>
The historical consolidated statement of operations for the
Company for the year ended December 31, 1996 needs twelve
months worth of interest on each loan associated with the
acquisition.
(E) Reflects depreciation and amortization related to the
acquisition. The purchase price was allocated $10,500 to
land, $1,750 to appliances and equipment and $50,750 to
building. The appliances and equipment have an estimated
useful life of ten years and the building has an estimated
useful life of thirty-five years.
(F) Reflects the increase in minority interest assuming the
Philadelphia Acquisition occurred on January 1, 1996.
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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 thereunto duly authorized.
HOME PROPERTIES OF NEW YORK, INC.
(Registrant)
Date:
By: /s/ David P. Gardner
---------------------------
David P. Gardner
Vice President
Chief Financial Officer and
Treasurer
Date:
By: /s/ Norman Leenhouts
---------------------------
Norman Leenhouts
Chairman
Co-Chief Executive Officer
Page 10
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HOME PROPERTIES OF NEW YORK, INC.
EXHIBIT INDEX
Exhibit 23.0 Consent of Coopers & Lybrand.
Page 11
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Exhibit 23.0
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the
Registration Statements on Forms S-3 (Nos. 333-37437, 333-
37229, 333-30835 and 333-13723) and on Forms S-8 (Nos. 333-
05705 and 333-12551) filed by Home Properties of New York,
Inc. of our report dated October 24, 1997, on our audit of
the Philadelphia Acquisition Properties for the year ended
December 31, 1996, which report is included in the
accompanying Form 8 K/A, Amendment No. 1. We also consent
to the reference to our firm under the caption "Experts".
/s/ Coopers & Lybrand L.L.P.
----------------------------
COOPERS & LYBRAND L.L.P.
Rochester, New York
December 2, 1997
