-----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, S+llPkFyrvWPGpOQIoIUfI//SfyVWFuyONH5XwbxjOYQ++sJho7CskAocjU4P21O YBuZ8P9HoU9vW3MbWzwf1Q== 0000006207-10-000002.txt : 20100312 0000006207-10-000002.hdr.sgml : 20100312 20100312111355 ACCESSION NUMBER: 0000006207-10-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100310 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100312 DATE AS OF CHANGE: 20100312 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: 10676351 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 axr8k3q2010.htm axr8k3q2010.htm
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):             March 10, 2010              
 

AMREP Corporation
(Exact name of Registrant as specified in its charter)

Oklahoma
1-4702
59-0936128
(State or other jurisdiction of
(Commission File
(IRS Employer
incorporation)
Number)
Identification No.)

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 March 10, 2010, AMREP Corporation issued a press release that reported its results of operations for the three and nine month periods ended January 31, 2010.  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.
 
                         (d) Exhibits.
 
Exhibit No.
Description
 
99.1
Press Release, dated March 10, 2010, 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         
 
 
         (Registrant)
 
     
  Date:  March 12, 2010
By:    /s/  Peter M. Pizza         
 
 
        Peter M. Pizza
 
 
        Vice President and
 
          Chief Financial Officer  
 
 
-2-
 
 

EXHIBIT INDEX
 
Exhibit No.
Description
 
99.1
Press release, dated March 10, 2010, issued by AMREP Corporation.
 

EX-99 2 axr8k3qpress.htm axr8k3qpress.htm
EXHIBIT 99.1
 
 
 FOR:     AMREP Corporation
     300 Alexander Park, Suite 204
     Princeton, NJ  08540
     
 CONTACT:    Peter M. Pizza
     Vice President and Chief Financial Officer
     (609) 716-8210
 
 

AMREP REPORTS THIRD QUARTER AND NINE MONTH RESULTS

Princeton, New Jersey, March 10, 2010 - AMREP Corporation (NYSE:AXR) today reported a net loss of $721,000, or $0.12 per share, for its fiscal 2010 third quarter ended January 31, 2010 compared to a net loss of $100,000, or $0.02 per share, for its fiscal 2009 third quarter ended January 31, 2009.  For the first nine months of fiscal 2010, the Company had a net loss of $2,762,000, or $0.46 per share, compared to net income of $2,866,000, or $0.48 per share, for the same period of fiscal 2009.  Revenues were $28,916,000 and $93,706,000 in the third quarter and first nine months of 2010 versus $35,720,000 and $111,580,000 for the same periods last year.

Revenues from land sales at the Company’s AMREP Southwest subsidiary were $479,000 and $3,634,000 for the three and nine month periods ended January 31, 2010 compared to $521,000 and $6,594,000 for the same periods of the prior year, reflecting in all periods a continued softness in the real estate market in the greater Albuquerque-metro and Rio Rancho areas that was consistent with the well-publicized problems of the national homebuilding industry and credit markets.   The 2010 year-to-date decrease in real estate revenues compared to 2009 primarily reflected the second quarter 2009 sale of approximately 50 acres of undeveloped land for $3,849,000 to one purchaser with no similar sale occurring during the first nine months of 2010.  The average selling price of land sold by the Company in Rio Ranc ho in recent years has fluctuated, as the Company offers for sale both developed and undeveloped land from a number of different projects, and selling prices may vary from project to project and within projects depending on location, stage of development and other factors.  The average gross profit percentage on land sales was 36% and 87% for the third quarter and first nine months of 2009 compared to a negative 18% and a positive 39% for the same periods in 2010.  The negative gross profit for the third quarter of 2010 resulted from the resale by AMREP Southwest of lots that had been repossessed by deeds in lieu of foreclosure (“take-back lots”).  When repossessed, take-back lots are taken into inventory at fair market value at that time rather than at original cost, which is usually much lower.  Accordingly, the profit margin on the resale of take-back lots, even when they are resold at prices well above original cost, is lower than for other sales and co uld be negative.  Exclusive of take-back lot sales, the gross profit margin was 14% for the third quarter of 2010, which may not be representative of expected margins due to the small number of non take-back lots sold.  The decrease in gross profit margin for the nine month period was primarily attributable to a gross profit of $3,825,000 (99%) on the previously mentioned third quarter 2009 sale of approximately 50 acres of undeveloped land.  Revenues, gross profits and related gross profit percentages from land sales can vary significantly from period to period as a result of many factors, including the nature and timing of specific transactions, 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 decreased from $35,051,000 and $104,328,000 for the third quarter and first nine months of 2009 to $28,412,000 and $89,805,000 for the same periods in 2010.  Magazine publishers, who are the principal customers of these operations, have continued to suffer from reduced advertising revenues and lower subscription and newsstand sales, which have
 
 
 
 
 
2
 
caused some publishers to close magazine titles or seek more favorable terms from Kable or its competitors. Within these operations:

·  
Revenues from Subscription Fulfillment Services operations decreased from $28,998,000 and $90,175,000 for the third quarter and first nine months of 2009 to $23,114,000 and $72,471,000 for the same periods of 2010, primarily due to the industry factors noted above which were partly offset by revenue gains from new and some existing clients.
·  
Revenues from Newsstand Distribution Services operations increased from $2,923,000 and $9,374,000 for the third quarter and first nine months of 2009 to $3,141,000 and $9,941,000 for the same periods of 2010 as a result of changes in product mix and some magazine cover price increases.
·  
Revenues from Product Services and Other operations, which includes product repackaging and fulfillment businesses and a temporary staffing business, decreased from $3,130,000 for the third quarter of 2009 to $2,158,000 for the same period in 2010.  This decrease was due to lower demand for services from existing customers and the loss of several customers.  Revenues for the nine month period increased to $7,393,000 this year from $4,779,000 in 2009, reflecting the revenues of two businesses acquired in the third quarter of 2009.

Kable’s results included restructuring charges principally related to severance costs of $1,287,000 and $3,180,000, net of certain governmental incentives, for the third quarter and first nine months of 2010, compared to a net gain of $6,000 and net charges of $567,000 in the same periods of 2009. These charges and incentives related to the ongoing major project to consolidate the Subscription Fulfillment Services business from three locations in Colorado, Florida and Illinois into one existing location at Palm Coast, Florida.  Also, Kable’s operating expenses decreased by $6,109,000 and $12,286,000 for the third quarter and first nine months of 2010 compared to the same periods in 2009, primarily attributable to lower payroll and benefits costs and, to a lesser extent, efficiencies resulting from the conso lidation project.

The effective rate of the Company's tax benefit was 74.7% and 52.8% for the third quarter and first nine months of 2010 compared to an effective rate of 88.9% for the tax benefit and 27.7% for the tax provision for the same periods in 2009.  The difference between the statutory tax rate and the effective rate of the tax benefit in the third quarter and first nine months of 2010 and the third quarter of 2009 was attributable to a reduction of liabilities related to unrecognized tax benefits pursuant to the Financial Accounting Standards Board’s Accounting Standards Codification 740-10, formerly FIN 48.

AMREP Corporation’s AMREP Southwest Inc. subsidiary is a major landholder and leading developer of real estate in New Mexico, and its Kable Media Services, Inc. subsidiary distributes magazines to wholesalers and provides subscription fulfillment, product and related services to publishers and others.
 
*****


 
 
 
3
 Attachment 1
AMREP Corporation
and Subsidiaries
Financial Highlights

(Unaudited)
                                                                                   
   
Three Months Ended January 31,
 
   
2010
   
2009
 
             
Revenues
  $ 28,916,000     $ 35,720,000  
                 
Net (loss)
  $ (721,000 )   $ (100,000 )
                 
(Loss) per share – Basic and Diluted
  $ (0.12 )   $ ( 0.02 )
                 
Weighted average number of common shares outstanding
     5,996,000        5,996,000  
                 
   
Nine Months Ended January 31,
 
      2010       2009  
                 
Revenues
  $ 93,706,000     $ 111,580,000  
                 
Net income (loss)
  $ (2,762,000 )   $ 2,866,000  
                 
Earnings (loss) per share – Basic and Diluted
  $ (0.46 )   $ 0.48  
                 
Weighted average number of common shares outstanding
     5,996,000        5,996,000  


 
 
 
 
4
 
Attachment 2

The Company’s land sales in Rio Rancho, New Mexico were as follows (dollar amounts in thousands):
 
 
       
   
2010
   
2009
 
   
Acres Sold
   
Revenues
(in 000s)
   
Revenues
Per Acre
(in 000s)
   
Acres Sold
   
Revenues
(in 000s)
   
Revenues
Per Acre
(in 000s)
 
Three months ended January 31:
                                   
  Developed
                                   
       Residential
    0.4     $     99     $ 248          1.5     $    361     $ 241   
       Commercial
    -           -        -          -          -       -  
  Total Developed
    0.4           99       248          1.5          361       241   
  Undeveloped
    4.4          380         86           2.5          160        64  
      Total
    4.8     $    479      $ 100           4.0     $    521     $ 130   
       
Nine months ended January 31:
                                               
  Developed
                                               
       Residential
    5.6     $ 1,544     $ 276           3.2     $    789     $ 247   
       Commercial
    1.7         895       526          1.0          126       126   
  Total Developed
    7.3       2,439       334          4.2          915       218   
  Undeveloped
    30.4        1,195        39       134.4       5,679        42  
      Total
    37.7      $ 3,634     $  96       138.6     $ 6,594     $  48  

The Company offers for sale 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.












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