-----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, MJRua008L9odKvYMGLrzZr5Dz1q/xwKEBerOJh0Kz23LQeuVPKTR740KRucG1mMp LBB2o8LikfykG3Gix/Igtw== 0000006207-08-000014.txt : 20080715 0000006207-08-000014.hdr.sgml : 20080715 20080715143841 ACCESSION NUMBER: 0000006207-08-000014 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080715 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080715 DATE AS OF CHANGE: 20080715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMREP CORP. CENTRAL INDEX KEY: 0000006207 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 590936128 STATE OF INCORPORATION: OK FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04702 FILM NUMBER: 08952626 BUSINESS ADDRESS: STREET 1: 300 ALEXANDER PARK STREET 2: SUITE 204 CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: (609) 716-8200 MAIL ADDRESS: STREET 1: 300 ALEXANDER PARK STREET 2: SUITE 204 CITY: PRINCETON STATE: NJ ZIP: 08540 FORMER COMPANY: FORMER CONFORMED NAME: AMREP CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN REALTY & PETROLEUM CORP DATE OF NAME CHANGE: 19671019 8-K 1 axr8k071508.txt UNITED STATES 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): July 14, 2008 --------------- AMREP CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Oklahoma 1-4702 59-0936128 - ------------------------------- ---------------- -------------------- (State or Other Jurisdiction of (Commission File (IRS Employer Incorporation or Organization) Number) Identification Number) 300 Alexander Park, Suite 204, Princeton, New Jersey 08540 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (609) 716-8200 ---------------- 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 (see General Instruction A.2. below): [ ] 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 July 14, 2008, AMREP Corporation issued a press release that reported its results of operations for the three and twelve month periods ended April 30, 2008. The press release is being furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference. The information in this Form 8-K and the exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, 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, dated July 14, 2008, issued by AMREP Corporation. SIGNATURE 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 hereunto duly authorized. AMREP CORPORATION Date: July 15, 2008 By: /s/ Peter M. Pizza --------------- ----------------------- Peter M. Pizza Vice President and Chief Financial Officer -2- EXHIBIT INDEX ------------- Exhibit Number Description - ------ ----------- 99.1 Press release, dated July 14, 2008, issued by AMREP Corporation. -3- EX-99 2 axr8kpress071508.txt EXHIBIT 99.1 FOR: AMREP Corporation 300 Alexander Park, Suite 204 Princeton, New Jersey 08540 CONTACT: Peter M. Pizza Vice President and Chief Financial Officer (609) 716-8210 (609) 716-8255 (fax) AMREP REPORTS FOURTH QUARTER AND FISCAL 2008 RESULTS ---------------------------------------------------- Princeton, New Jersey, July 14, 2008 - AMREP Corporation (NYSE: AXR) today reported net income of $13,705,000, or $2.19 per share, for its fiscal year ended April 30, 2008 compared to net income of $45,106,000, or $6.78 per share, in fiscal 2007. The 2008 results consisted of net income from continuing operations of $13,762,000, or $2.20 per share, and a net loss from discontinued operations of $57,000, or $0.01 per share, versus net income from continuing operations of $46,697,000, or $7.02 per share, and a net loss from discontinued operations of $1,591,000, or $0.24 per share, in fiscal 2007. Revenues were $172,061,000 in 2008 compared to $204,839,000 in the prior year. For the fourth quarter of 2008, net income was $529,000, or $0.09 per share, compared to $6,310,000, or $0.95 per share, in the same period of 2007. Results for the fourth quarter of 2007 consisted of income from continuing operations of $7,901,000, or $1.19 per share, and a loss from discontinued operations of $1,591,000, or $0.24 per share, while results for the fourth quarter of 2008 were entirely from continuing operations. Fourth quarter 2008 revenues were $35,177,000 versus $48,326,000 in the same period last year. The net loss from discontinued operations in 2008 and 2007 was attributable to costs incurred in connection with the settlement of all litigation related to the Company's El Dorado, New Mexico water utility subsidiary. Revenues from real estate land sales at AMREP Southwest decreased from $15,065,000 and $95,825,000 in the fourth quarter and full fiscal year 2007 to $289,000 and $27,902,000 in the same periods of 2008. The substantial fourth quarter and full year revenue decreases in 2008 were due to substantially lower land sales in the Company's principal market of Rio Rancho, New Mexico, reflecting the severe decline that occurred in this market in 2008 compared to 2007 and earlier years. As previously reported, the number of permits for new home construction was down significantly for calendar 2007 compared to 2006, with Rio Rancho showing a decrease of nearly 50%. The Company believes that this decline was generally consistent with the well-publicized problems of the national home building industry, including fewer sales of both new and existing homes, the increasing number of mortgage delinquencies and foreclosures and a tightening of mortgage availability. Faced with these adverse conditions, builders slowed the pace of building on land previously purchased from the Company in Rio Rancho and, in some cases, delayed or cancelled the purchase of additional land. The average gross profit percentages on those land sales that did occur in 2008 were 67% and 65% for the fourth quarter and full fiscal year compared to 67% and 68% in the same periods of 2007. As a result of these and other factors, including the nature and timing of specific transactions, revenues and related gross profits from real estate land sales can vary significantly from period to period and prior results are not necessarily a good indication of what may occur in future periods. Revenues from the Company's Kable Media Services operations, including both Fulfillment Services and Newsstand Distribution Services, increased from $32,170,000 and $100,505,000 for the fourth quarter and full fiscal year 2007 to $34,324,000 and $138,696,000 for the same periods in 2008. These increases were attributable to Kable's January 2007 acquisition of Palm Coast Data which was included in the Company's financial statements for all of 2008 but only for the last three and one-half months of 2007. Revenues from Fulfillment Services operations, including the revenues of Palm Coast, were $28,965,000 and $86,121,000 for the fourth quarter and full fiscal year 2007 compared to $31,220,000 and $125,780,000 for the same periods in 2008. The 2008 increase in Fulfillment Services revenues from the Palm Coast acquisition was partly offset by decreases in revenues from other parts of Kable's Fulfillment Services business that resulted from competitive market pressures and customer losses. Revenues from Kable's Newsstand Distribution Services operations decreased from $3,205,000 and $14,384,000 for the fourth quarter and full fiscal year 2007 to $3,104,000 and $12,916,000 for the same periods in 2008. These decreases in Newsstand Distribution Services revenues were due to reduced billings and lower commission rates as well as the inclusion of certain revenues in the prior year that did not recur in 2008. AMREP Corporation's AMREP Southwest Inc. subsidiary is a major landholder and leading developer of real estate in Rio Rancho, New Mexico, and its Kable Media Services, Inc. subsidiary distributes magazines to wholesalers and provides subscription fulfillment and related services to publishers and others. ----------------------- (Two Schedules Follow) Schedule 1 AMREP CORPORATION AND SUBSIDIARIES FINANCIAL HIGHLIGHTS (UNAUDITED) Three Months Ended April 30, ---------------------------- 2008 2007 ---- ---- Revenues $ 35,177,000 $ 48,326,000 Net income (loss): Continuing operations $ 529,000 $ 7,901,000 Discontinued operations - (1,591,000) ----------------- ----------------- $ 529,000 $ 6,310,000 ----------------- ----------------- Earnings (loss) per share - Basic and Diluted: Continuing operations $ 0.09 $ 1.19 Discontinued operations - (0.24) ----------------- ----------------- $ 0.09 $ 0.95 ----------------- ----------------- Weighted average number of common shares outstanding 5,995,000 6,653,000 ----------------- ----------------- Twelve Months Ended April 30, ----------------------------- 2008 2007 ---- ---- Revenues $ 172,061,000 $ 204,839,000 Net income (loss): Continuing operations $ 13,762,000 $ 46,697,000 Discontinued operations (57,000) (1,591,000) ----------------- ----------------- $ 13,705,000 $ 45,106,000 ----------------- ----------------- Earnings (loss) per share - Basic and Diluted: Continuing operations $ 2.20 $ 7.02 Discontinued operations (0.01) (0.24) ----------------- ----------------- $ 2.19 $ 6.78 ----------------- ----------------- Weighted average number of common shares outstanding 6,248,000 6,650,000 ----------------- -----------------
#### Schedule 2 The Company's land sales in Rio Rancho, New Mexico were as follows (dollar amounts in thousands): 2008 2007 --------------------------------------- ------------------------------------------ Acres Revenues Acres Revenues Sold Revenues per Acre Sold Revenues per Acre --------- ----------- ----------- -------- ------------ ------------ Three months ended April 30: Developed Residential (a) $ 74 $ 296 30 $ 8,245 $ 275 Commercial - - - - - - --------- ----------- ----------- -------- ------------ ------------ Total Developed - 74 296 30 8,245 275 Undeveloped 11 215 20 215 6,820 32 --------- ----------- ----------- -------- ------------ ------------ Total 11 $ 289 $ 26 245 $ 15,065 $ 62 --------- ----------- ----------- -------- ------------ ------------ Twelve months ended April30: Developed Residential 30 $ 9,542 $ 318 138 $ 39,407 $ 286 Commercial 39 8,651 222 56 15,728 281 --------- ----------- ----------- -------- ------------ ------------ Total Developed 69 18,193 264 194 55,135 284 Undeveloped 337 9,709 29 857 40,690 48 --------- ----------- ----------- -------- ------------ ------------ Total 406 $ 27,902 $ 69 1,051 $ 95,825 $ 91 --------- ----------- ----------- -------- ------------ ------------
(a) less than 0.5 acres. The Company offers developed and undeveloped land in Rio Rancho from a number of different projects and selling prices may vary from project to project and within projects depending on location, the stage of development and other factors. -----END PRIVACY-ENHANCED MESSAGE-----