-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
ExOLyX8jqD66MK8VT5K9FRV31jyzrlu3SuduXMfLXCojml3FqtXLmXtulew1lmMV
DvKXonweJxZ/+MhXvuh+0Q==
SECURITIES AND EXCHANGE COMMISSION CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 15, 2004 AMERICAN COMMUNITY PROPERTIES TRUST MARYLAND 1-14369 52-2058165 222 Smallwood Village Center
Washington, D.C. 20549
FORM 8-K
(Exact name of registrant as specified in its charter)
of incorporation)
File Number)
Identification No.)
St. Charles, Maryland 20602
(301) 843-8600
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 |
Results of Operations and Financial Condition. |
On November 15, 2004, American Community Properties Trust issued a press release announcing its financial and operational results for the third quarter of 2004. A copy of the press release is attached as Exhibit 99.1.
The information contained in this Form 8-K, including the attached exhibit, is being furnished under Item 2.02 and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 |
Financial Statements and Exhibits. |
(c) |
Exhibits |
99.1 |
Press Release of American Community Properties Trust issued on November 15, 2004. |
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMERICAN COMMUNITY PROPERTIES TRUST |
|
(Registrant) |
|
Dated: November 15, 2004 |
By: /s/ Cynthia L. Hedrick |
Cynthia L. Hedrick |
|
|
|
Exhibit 99.1
News Release
FOR IMMEDIATE RELEASE |
CONTACT |
November 15, 2004 |
Craig Renner |
301-843-8600 |
AMERICAN COMMUNITY PROPERTIES TRUST ANNOUNCES
THIRD QUARTER 2004 OPERATING RESULTS
ST. CHARLES, MD.-American Community Properties Trust (ACPT) (AMEX, PSE:APO) today reported net income of $2,928,000 resulting in earnings of $0.56 per share-basic and diluted, on revenues of $39,450,000 for the nine months ended September 30, 2004. This compares to net income of $3,455,000 resulting in earnings of $0.67 per share-basic and $0.66 per share-diluted, on revenues of $41,602,000 for the same period in 2003.
For the three months ended September 30, 2004, the Company reported net income of $215,000 resulting in earnings of $0.04 per share, on revenue of $9,100,000 compared to net income of $1,376,000, or $0.27 per share, on revenue of $15,854,000 for the three months ended September 30, 2003.
Edwin L. Kelly, President and Chief Operating Officer, noted that revenues and earnings decreased for the three and nine months ended September 30, 2004, compared to the same periods in 2003. "The decrease is primarily attributable to the completion of home sales sellout of thein the Brisas de Parque Escorial homebuilding project in Puerto Rico before with the next homebuilding project was ready to deliver; we expect to start delivering these condos in the third quarter of 2005."
"Even though there was a decrease in revenues and earnings, the Companywe reported $17,494,000 in cash from operations at September 30, 2004,. Thiswhich includesd the$4 million received from the transfer of 352 partiallysemi-developed lots to a joint venture equally owned with U.S. Home Corporation, a subsidiary of Lennar Corporation, for an active adult community, Heritage at St. Charles. The joint venture will complete the development of the lots and sell them to Lennar's homebuilding operation. ACPT will act as the managing agent for the joint venture in exchange for a market rate management fee. ACPT will recognize the land sale revenue and profit on the lot transfer as the fully-developed lots these lots as they are sold to the homebuilder by the joint venture.
LLot sales are expected to commence in the third quarter of 2005, and extend into the first quarter of 2009.
"ACPT continues to make strong progress in the development of St. Charles and in Parque Escorial," said J. Michael Wilson, Chairman and CEO. "We have started delivering lots in Fairway Village to Lennar pursuant a lot sales agreement signed in March 2004 for 2,000 lots. Furthermore, the the occupancy rates in our apartment portfolio in the United States and Puerto Rico remained strong. As previously released, In in October, the Company announced the acquisition of we acquired two apartment properties in Pikesville, Maryland consisting of 307 units.. In addition, our Company continues to pay dividends to ourits shareholders. All of these factors present a solid record of accomplishment for our Company, which we will continue to build upon in the future."
Company Information
ACPT (AMEX, PSE:APO) is a diversified real estate organization with operations in Maryland and Puerto Rico that specializes in community development, homebuilding, investment in rental properties, and asset management services. ACPT is currently listed on the American and Pacific stock exchanges under the symbol AmCmntyProp (APO). When filed, ACPT's Form 10-Q will be available via the Internet at www.acptrust.com.
Certain matters within this press release may be deemed to be forward-looking statements within the meaning of the federal securities laws. Investors are cautioned that all forward-looking statements involve risks, uncertainties, and other factors that could cause actual results to differ materially from those in the forward-looking statement. Forward-looking statements relate to anticipated revenues, gross margins, earnings, and the growth of the market for our products. Numerous factors could cause results to differ, including but not limited to, changes in market demand and acceptance of the Company products, impact of competitive products and pricing, dependence on third-party suppliers, changes in government regulations, and the normal cyclical nature of the real estate industry and development economy. Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. For mo re information, please refer to the Company's Form 10-Q on file with the Securities and Exchange Commission.
More
AMERICAN COMMUNITY PROPERTIES TRUST
Financial Highlights (Unaudited)
For the Nine Months Ended |
For the Three Months Ended |
||||
9/30/04 |
9/30/03 |
9/30/04 |
9/30/03 |
||
Revenues |
$39,450,000 |
$41,602,000 |
$9,100,000 |
$15,854,000 |
|
Expenses |
33,080,000 |
34,252,000 |
8,094,000 |
13,004,000 |
|
Depreciation & amortization |
2,231,000 |
1,983,000 |
747,000 |
683,000 |
|
Income before provision for income taxes and minority interest |
4,139,000 |
5,367,000 |
259,000 |
2,167,000 |
|
Provision (benefit) for income taxes |
1,089,000 |
1,720,000 |
(57,000) |
725,000 |
|
Income before minority interest |
3,050,000 |
3,647,000 |
316,000 |
1,442,000 |
|
Minority interest |
(122,000) |
(192,000) |
(101,000) |
(66,000) |
|
Net income |
$2,928,000 |
$3,455,000 |
$215,000 |
$1,376,000 |
|
Net income per share - basic |
$0.56 |
$0.67 |
$0.04 |
$0.27 |
|
Net income per share - diluted |
$0.56 |
$0.66 |
$0.04 |
$0.27 |
|
Weighted average shares outstanding-basic |
5,192,000 |
5,192,000 |
5,192,000 |
5,192,000 |
|
Weighted average shares outstanding-diluted |
5,192,000 |
5,201,000 |
5,192,000 |
5,192,000 |
|
###