-----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== 0001065645-04-000018.txt : 20041115 0001065645-04-000018.hdr.sgml : 20041115 20041115160516 ACCESSION NUMBER: 0001065645-04-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041115 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041115 DATE AS OF CHANGE: 20041115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN COMMUNITY PROPERTIES TRUST CENTRAL INDEX KEY: 0001065645 STANDARD INDUSTRIAL CLASSIFICATION: LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES) [6552] IRS NUMBER: 522058165 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14369 FILM NUMBER: 041145257 BUSINESS ADDRESS: STREET 1: 222 SMALLWOOD VILLAGE CENTER CITY: ST. CHARLES STATE: MD ZIP: 20602 BUSINESS PHONE: 3018438600 MAIL ADDRESS: STREET 1: 222 SMALLWOOD VILLAGE CENTER CITY: ST. CHARLES STATE: MD ZIP: 20602 8-K 1 sept04-8k.htm ACPT FORM 8-K SECURITIES AND EXCHANGE COMMISSION

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)

November 15, 2004

 

 

AMERICAN COMMUNITY PROPERTIES TRUST
(Exact name of registrant as specified in its charter)

 

MARYLAND
(State or other jurisdiction
of incorporation)

1-14369
(Commission
File Number)

52-2058165
(I.R.S. Employer
Identification No.)

 

222 Smallwood Village Center
St. Charles, Maryland 20602
(Address of principal executive offices)(Zip Code)

 

 

(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
Senior Vice President and Chief Financial Officer

 

   
EX-99.1 2 press.htm PRESS RELEASE Results for Third Quarter 2002

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

           

 

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