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 27, 2020
| 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.) |
|
620 West Germantown Pike, Suite 175 Plymouth Meeting, PA |
19462 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (610) 487-0905
| (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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock $.10 par value | AXR | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02 Results of Operations and Financial Condition
On July 27, 2020, AMREP Corporation issued a press release that reported its results of operations for the year ended April 30, 2020. 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 Number | Description |
| 99.1 | Press Release, dated July 27, 2020, issued by AMREP Corporation. |
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 hereunto duly authorized.
|
AMREP Corporation | ||
| Date: July 27, 2020 | By: |
/s/ Adrienne M. Uleau |
| Adrienne M. Uleau | ||
| Vice President, Finance and Accounting | ||
EXHIBIT INDEX
| Exhibit Number | Description |
| 99.1 | Press Release, dated July 27, 2020, issued by AMREP Corporation. |
Exhibit 99.1
| FOR: | AMREP Corporation |
| 620 West Germantown Pike, Suite 175 | |
| Plymouth Meeting, Pennsylvania 19462 | |
| CONTACT: | Adrienne M. Uleau |
| Vice President, Finance and Accounting | |
| (610) 487-0907 |
AMREP REPORTS FISCAL 2020 RESULTS
Plymouth Meeting, Pennsylvania, July 27, 2020 – AMREP Corporation (NYSE: AXR) today reported a net loss of $5,903,000, or $0.73 per share, for its 2020 fiscal year ended April 30, 2020 compared to net income of $1,527,000, or $0.19 per share, for the prior year.
Results for 2020 included $8,600,000 of non-cash charges comprised of: (1) a non-cash pre-tax pension settlement charge of $2,929,000 due to the payment of lump sum payouts of pension benefits to 309 former employees and (2) net non-cash pre-tax impairment charges on other assets of $5,046,000 in connection with certain deemed consideration from the sale of the Company’s fulfillment services business. Results for 2019 reflected a net loss from continuing operations of $2,465,000 and net income from discontinued operations of $3,992,000. Discontinued operations resulted from the sale of AMREP’s fulfillment services business in April 2019.
AMREP Corporation, through its subsidiaries, is a major holder of land and leading developer of real estate in New Mexico.
FINANCIAL HIGHLIGHTS
| Twelve Months Ended April 30, | ||||||||
| 2020 | 2019 | |||||||
| Revenues | $ | 18,783,000 | $ | 12,754,000 | ||||
| Net income (loss) from continuing operations | $ | (5,903,000 | ) | $ | (2,465,000 | ) | ||
| Net income from discontinued operations | - | $ | 3,992,000 | |||||
| Net income (loss) | $ | (5,903,000 | ) | $ | 1,527,000 | |||
| (Loss) per share from continuing operations – Basic and Diluted | $ | (0.73 | ) | $ | (0.30 | ) | ||
| Income per share from discontinued operations – Basic and Diluted | $ | - | $ | 0.49 | ||||
| (Loss) income per share – Basic and Diluted | $ | (0.73 | ) | $ | 0.19 | |||
| Weighted average number of common shares outstanding - basic | 8,134,000 | 8,099,000 | ||||||
| Weighted average number of common shares outstanding - diluted | 8,134,000 | 8,145,000 | ||||||
AMREP Corporation’s financial statements on Form 10-K have been filed with the Securities and Exchange Commission and will be available on AMREP’s website (www.amrepcorp.com/sec-filings/).