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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
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THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
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THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-27562
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ATLANTIC REALTY TRUST
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(Exact name of registrant as specified in its charter.)
MARYLAND 13-3849655
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
747 Third Avenue, New York, N.Y. 10017
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(Address of principal executive offices) (Zip Code)
212-702-8561
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(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
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Number of shares of beneficial interest ($.01 par value) of the Registrant
outstanding as of May 15, 1996: 3,561,553.
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INDEX
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Part I. FINANCIAL INFORMATION
Page No.
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Item 1. Financial Statement
Balance Sheet - March 31, 1996 and
December 31, 1995 . . . . . . . . . . . . . . . . . . . . 3
Notes to Consolidated Financial Statement . . . . . . . . 4
Item 2.
Management's Discussion and Analysis of Financial Condition
and Results of Operations . . . . . . . . . . . . . . . 5
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . 6
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PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENT
BALANCE SHEET
<TABLE>
<CAPTION>
March 31, December 31
1996 1996
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<S> <C> <C>
ASSETS:
Cash $100.00 $100.00
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SHAREHOLDERS' EQUITY $100.00 $100.00
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See note to financial statement
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NOTE TO FINANCIAL STATEMENT
1. GENERAL
Atlantic Realty Trust (the "Trust"), a wholly-owned subsidiary of RPS
Realty Trust, was formed on July 27, 1995 for the purpose of liquidating
the mortgage loan portfolio and certain other assets and liabilities which
were transferred to the Trust from RPS Realty Trust on May 10, 1996. The
Trust intends to liquidate its assets within the next 18 months and,
therefore, will adopt the liquidation basis of accounting on May 10, 1996.
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ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CAPITAL RESOURCES AND LIQUIDITY
The Trust has not engaged in any operations to date. Upon consummation of the
distribution of certain assets from RPS Realty Trust ("RPS"), on May 10, 1996,
the Trust now owns seven mortgage loans and three retail properties (which
include the Hylan Plaza Shopping Center, located in Staten Island, New York,
the Norgate Shopping Center, located in Indianapolis, Indiana and the
9 North Wabash Avenue Building, located in Chicago, Illinois), as well as
cash and certain other assets, which include a 20% limited partnership
interest in a limited partnership that owns an 18-story building with
approximately 138,000 square feet of leasable space located in Chicago,
Illinois, furniture, fixtures and equipment, formerly held by RPS. As
of the closing date of the acquisition of assets of Ramco-Gershenson, Inc. (the
"Ramco Acquisition"), the Trust also borrowed $5,550,000 from RPS in connection
with the Ramco Acquisition pursuant to a promissory note which bears interest
at the rate of 8.25% and matures on November 9, 1997 (the "Promissory Note").
The Promissory Note is secured by a collateral assignment of the Trust's
interest in the Hylan Shopping Center. The Trust does not intend to make new
loans or actively engage in either the mortgage lending or the property
acquisition business, other than in connection with potential workouts of
certain of its mortgage loans. The Trust intends to reduce to cash or cash
equivalents the mortgage loans and real property owned by it as soon as
practicable and make a liquidating distribution to its shareholders, or merge or
combine operations with another real estate entity.
RESULTS OF OPERATIONS
Three months ended March 31, 1996 compared to three months ended March 31,
1995.
The Trust has not engaged in any operations to date.
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PART II - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibits.
27.1 Financial Data Schedule
B. No Reports on Form 8-K were filed during the quarter.
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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.
ATLANTIC REALTY TRUST
Date: May 20, 1996 By: /s/ Joel Pashcow
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Joel Pashcow
Chairman and President
(Chief Executive Officer)
Date: May 20, 1996 By: /s/ Edwin R. Frankel
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Executive Vice President,
Chief Financial Officer and Secretary
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EXHIBIT INDEX
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Sequential
Number Exhibit Page No.
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27.1 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 100
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 100
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 100
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 100
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 100
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
