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) March 31, 1997
GLENBOROUGH REALTY TRUST INCORPORATED
(Exact name of registrant as specified in its charter)
Maryland 33-83506 94-3211970
(State or other (Commission (IRS Employer
Jurisdiction of File Number) I.D. Number)
incorporation)
400 South El Camino Real, Suite 1100
San Mateo, California 94402
Address of principal executive offices
Registrant's Telephone number, including area code: (415) 343-9300
N/A
(Former name or former address, if changes since last report)
This form 8-K contains a total of 6 pages.
No Exhibits Required
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Item 5. Other Events
On April 23, 1997, the Registrant made available additional information
concerning the Registrant, Glenborough Realty Trust Incorporated, and its
operations for the period ended March 31, 1997, in the form of a Press Release,
a copy of which is included as an exhibit to this filing.
Item 7. Financial Statements and Exhibits
Financial Statements:
None
Exhibits:
Page Number in
Exhibit No. Description This Filing
99 Supplemental Information as of March 31, 1997 3
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.
GLENBOROUGH REALTY TRUST INCORPORATED
Date: April 24, 1997 By: /s/ Andrew Batinovich
-------------------------
Andrew Batinovich
Executive Vice President,
Chief Financial Officer and
Chief Operating Officer
(Principal Financial Officer)
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GLENBOROUGH REALTY TRUST INCORPORATED
400 SOUTH EL CAMINO REAL
SAN MATEO, CALIFORNIA 94402-1708
415-343-9300 FAX 415-343-9690
PRESS RELEASE
FOR IMMEDIATE RELEASE CONTACTS:
Robert Batinovich
President and CEO
Glenborough Realty Trust Incorporated
415-343-9300
Jennifer R. Wall
Peter C. Harkins
D.F. King & Co., Inc.
212-269-5550
GLENBOROUGH REALTY TRUST INCORPORATED DECLARES
DIVIDEND OF $0.32 PER SHARE
ANNOUNCES FIRST QUARTER FUNDS FROM OPERATIONS OF $0.42 PER SHARE
SAN MATEO, CALIFORNIA, APRIL 23, 1997 --- Glenborough Realty Trust Incorporated
(NYSE: GLB), a diversified real estate investment trust, announced that its
Board of Directors declared a dividend of $0.32 per share on April 22, 1997.
This represents an annualized dividend of $1.28 per share and a yield of 6.3%
based on the closing price of $20.375 on April 22, 1997.
At the same time the Company announced Funds From Operations ("FFO") of $0.42
per share for the first quarter, in line with consensus analyst estimates.
Glenborough's FFO for the first quarter of 1997 was $4.6 million, an 84%
increase over 1996 first quarter FFO of $2.5 million. Per share FFO increased 5%
to $0.42 per share from $0.40 per share for the same period in 1996. First
quarter net income totaled $2.4 million, or $0.23 per share as compared to 1996
net income for the same period, excluding consolidation costs, of $1.3 million
or $0.22 per share.
Revenue for the first quarter was $8.7 million which represents a 104% increase
as compared to revenue of $4.3 million for the same period in 1996. The Company
recorded increases in same property revenue in all segments of the portfolio in
addition to the increase due to the acquisitions completed during the past three
quarters.
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Glenborough Realty Trust Incorporated
Page 2 of 4
April 23, 1997
For the first quarter of 1997, all segments of the portfolio recorded an
increase in the same property net operating income. The overall increase in same
property net operating income was 7% when compared to net operating income for
the same period in 1996.
During the first quarter of 1997, the Company signed definitive agreements to
acquire $287 million of real estate from seven sellers or selling groups and
closed the $12,000,000 purchase of the Country Inn and Suites By Carlson in
Scottsdale on February 28, 1997. During April, the Company closed the purchase
of an additional $65 million of the planned acquisitions. The remaining
acquisitions, not yet closed, include the acquisition of 27 properties from five
funds managed by T. Rowe Price, six properties from partnerships managed by
CIGNA affiliates and three hotels.
The completed acquisitions include the Ellis & Lane portfolio of 11 southern
California properties, three properties from Lennar Partners, and Riverview
Office Tower in Bloomington, MN.
On April 22, 1997 Glenborough's Board of Directors declared a dividend of $0.32
per share payable on May 13, 1997 to shareholders of record as of the close of
business on May 2, 1997. Based on the April 22, 1997 closing price of $20.375
per share, the annualized dividend yield is 6.3%.
Certain statements in this release constitute "forward-looking statements" and
involve risks, uncertainties and other factors which may cause the actual
outcome to be materially different from the outcome expressed or implied by such
statements. Such risks and uncertainties include general economic conditions,
local real estate conditions, the performance of recently acquired properties,
and other risks detailed from time to time in Glenborough's Securities and
Exchange Commission filings.
Glenborough is a self-administered and self-managed REIT with a diversified
portfolio of 70 properties including industrial, office, multifamily, retail and
hotel properties. In addition, three Associated Companies control similarly
diversified portfolios comprising 66 properties. Combined, the portfolios
encompass 12 million square feet and are spread among 23 states throughout the
country. Formed on December 31, 1995, Glenborough is organized under what is
often referred to as an "UPREIT" structure which provides it with added
flexibility to acquire additional properties or portfolios by exchanging
partnership units for assets in tax-deferred transactions.
(TABLES TO FOLLOW)
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Glenborough Realty Trust Incorporated
Page 3 of 4
April 23, 1997
GLENBOROUGH REALTY TRUST INCORPORATED
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
For the Three Months Ended
March 31, 1997 March 31, 1996
REVENUE
Rental revenue $ 7,907 $ 3,589
Management fee income 187 66
Interest and other income 344 191
Equity in earnings of Associated Companies 145 425
Gain on payoff of note receivable 154 --
Total revenue 8,737 4,271
OPERATING EXPENSES
Operating expenses 2,382 1,017
General and administrative 651 281
Depreciation and amortization 1,537 897
Interest expense 1,573 722
Total operating expenses 6,143 2,917
Income from operations before minority interest 2,594 1,354
Minority interest (231) (101)
Net income excluding Consolidation costs 2,363 1,253
Consolidation costs -- 6,082
Litigation costs -- 1,155
Net income (loss) including Consolidation costs $ 2,363 $(5,984)
Per Share Data:
Net income excluding Consolidation costs 0.23 0.22
Net income (loss) including Consolidation Costs 0.23 (1.04)
OTHER DATA
Income from operations before minority interest $ 2,594 $ 1,354
Depreciation and amortization 1,537 897
Gain on payoff of note receivable (154) --
Adjustment to reflect FFO of Associated Companies 623 284
FFO 4,600 2,535
Amortization of deferred financing fees 64 36
Capital reserve (531) (239)
CAD $ 4,133 $ 2,332
FFO per share 0.42 0.40
CAD per share 0.38 0.37
Primary weighted average shares outstanding 10,256,129 5,753,709
Fully diluted weighted average shares
outstanding 10,935,951 6,296,042
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Glenborough Realty Trust Incorporated
Page 4 of 4
April 23, 1997
GLENBOROUGH REALTY TRUST INCORPORATED
CONSOLIDATED BALANCE SHEETS
(in thousands)
March 31, 1997 December 31, 1996
(unaudited) (audited)
ASSETS
Properties, net $ 173,316 $ 161,945
Investment in Associated Companies 6,864 7,350
Investment in management contracts
and other, net 289 322
Mortgage loans receivable 3,454 9,905
Cash and cash equivalents 42,603 1,355
Other assets 7,916 4,643
$ 234,442 $ 185,520
LIABILITIES
Mortgage loans $ 59,007 $ 54,584
Secured bank line -- 21,307
Other liabilities 3,354 3,198
Total liabilities 62,361 79,089
MINORITY INTEREST 8,855 8,831
SHAREHOLDERS' EQUITY
Common Stock 13 10
Additional paid-in capital 172,257 105,952
Deferred Compensation (352) (399)
Retained earnings (8,692) (7,963)
Total equity 163,226 97,600
$ 234,442 $ 185,520
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