8-K/A 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 30, 2000 HOME PROPERTIES OF NEW YORK, INC. (Exact name of Registrant as specified in its Charter) MARYLAND 1-13136 16-1455126 (State or other jurisdiction (Commission file number) (I.R.S. Employer of incorporation or organization Identification Number) 850 CLINTON SQUARE ROCHESTER, NEW YORK 14604 (Address of principal executive offices) Registrant's telephone number, including area code: (716) 546-4900 Not applicable (Former name or former address, if changed since last report) HOME PROPERTIES OF NEW YORK, INC. AMENDMENT NO. 1 TO CURRENT REPORT ON FORM 8-K/A Home Properties of New York, Inc. hereby amends items 2, 5 and 7 of its Current Report on Form 8-K, which was filed on December 1, 2000, as set forth in the pages attached hereto: Items 2 and 5. Acquisition of Assets. Financial Statements for the Old Friends Apartments, the Elmwood Terrace and Orleans Village purchased on February 1, 2000, June 30, 2000 and November 16, 2000, respectively, are presented in Item 7. Item 7. Financial Statements and Exhibits. a. Financial Statements of the real estate acquired: Audited statement of revenues and certain expenses of Old Friends Apartments for the year ended December 31, 1999. Audited statement of revenues and certain expenses of the Elmwood Terrace for the year ended December 31, 1999. Audited statement of revenues and certain expenses of Orleans Village for the year ended December 31, 1999. b. Pro Forma Financial Information: Pro forma condensed consolidated balance sheet of the Company as of September 30, 2000 and related notes (unaudited). Pro forma consolidated statement of operations of the Company for the nine months ended September 30, 2000 and for the year ended December 31, 1999 (unaudited). Notes to the pro forma consolidated statement of operations of the Company for the nine months ended September 30, 2000 and for the year ended December 31, 1999 (unaudited). c. Exhibit 23.0 - Consent of PricewaterhouseCoopers, LLP OLD FRIENDS APARTMENTS STATEMENT OF REVENUES AND CERTAIN EXPENSES DECEMBER 31, 1999 REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors and Shareholders of Home Properties of New York, Inc. In our opinion, the accompanying statement of revenues and certain expenses, as defined in Note 1, presents fairly, in all material respects, the revenues and certain expenses, as defined in Note 1, of Old Friends Apartments for the year ended December 31, 1999 in conformity with accounting principles generally accepted in the United States of America. The statement of revenues and certain expenses is the responsibility of Old Friends Apartments' management; our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit of the statement of revenues and certain expenses in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement of revenues and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission, as described in Note 1, and is not intended to be a complete presentation of Old Friends Apartments' revenues and expenses. /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP Rochester, NY December 12, 2000 OLD FRIENDS APARTMENTS STATEMENT OF REVENUES AND CERTAIN EXPENSES (IN THOUSANDS)
FOR THE PERIOD JANUARY 1, THROUGH SEPTEMBER 30, 2000 (UNAUDITED) For the Year Ended DECEMBER 31, 1999 Revenues: Rental income $291 $380 Other income 19 25 310 405 Certain Expenses: Property operating and maintenance 107 153 Real estate taxes 29 38 136 191 Revenue in excess of certain expenses 174 214
THE ACCOMPANYING NOTE IS AN INTEGRAL PART OF THIS FINANCIAL STATEMENT. OLD FRIENDS APARTMENTS STATEMENT OF REVENUES AND CERTAIN EXPENSES DECEMBER 31, 1999 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BUSINESS The accompanying statement of revenues and certain expenses includes the operations (see "Basis of Presentation" below) of Old Friends Apartments, one residential property owned by parties not related to Home Properties of New York, Inc. (the "Company"). On February 1, 2000, the Company, through its subsidiary Home Properties of New York, L.P., acquired 100% of the real estate of Old Friends Apartments, 51 apartment units located in one community. The property is located in Baltimore, Maryland. The acquisition was funded through the assumption of a $2.4 million mortgage and receipt of $0.4 million in cash from the seller. The mortgage carries an interest rate of 6.73% and matures in August 2009. BASIS OF PRESENTATION The accompanying financial statement has been prepared on the accrual basis of accounting, but is not representative of the actual operations of Old Friends Apartments for the period shown. As required by the Securities and Exchange Commission, Regulation S-X, Rule 3-14, certain expenses have been excluded which may not be comparable to the proposed future operations of Old Friends Apartments. Expenses excluded relate to property management fees, interest expense, depreciation and amortization expense and other expenses not directly related to the future operations of Old Friends Apartments. The Company is not aware of any material factors relating to Old Friends Apartments that would cause the reported financial information not to be necessarily indicative of future operating results. REVENUE RECOGNITION Rental income attributable to residential leases is recorded when due from residents. Leases are generally for terms of one year. INTERIM UNAUDITED FINANCIAL STATEMENT The accompanying interim unaudited statement of revenues and certain expenses for the period from January 1 through September 30, 2000 has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission described above. The results of operations of such interim period are not necessarily indicative of the results for the full year. USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. ELMWOOD TERRACE APARTMENTS STATEMENT OF REVENUES AND EXPENSES DECEMBER 31, 1999 REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors and Shareholders of Home Properties of New York, Inc. In our opinion, the accompanying statement of revenues and certain expenses, as defined in Note 1, presents fairly, in all material respects, the revenues and certain expenses, as defined in Note 1, of Elmwood Terrace Apartments for the year ended December 31, 1999 in conformity with accounting principles generally accepted in the United States of America. The statement of revenues and certain expenses is the responsibility of Elmwood Terrace Apartments' management; our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit of the statement of revenues and certain expenses in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement of revenues and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission, as described in Note 1, and is not intended to be a complete presentation of Elmwood Terrace Apartments' revenues and expenses. /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP Rochester, NY December 13, 2000 ELMWOOD TERRACE APARTMENTS STATEMENT OF REVENUES AND EXPENSES (IN THOUSANDS)
FOR THE PERIOD JANUARY 1, THROUGH SEPTEMBER 30, 2000 (UNAUDITED) For the Year Ended DECEMBER 31, 1999 Revenues: Rental income $2,648 $3,298 Other income 94 124 2,742 3,422 Certain Expenses: Property operating and maintenance 1,130 1,825 Real estate taxes 172 222 1,302 2,047 Revenue in excess of certain expenses $1,440 $1,375
The accompanying note is an integral part of this financial statement. ELMWOOD TERRACE APARTMENTS STATEMENT OF REVENUES AND EXPENSES DECEMBER 31, 1999 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BUSINESS The accompanying statement of revenues and certain expenses includes the operations (see "Basis of Presentation" below) of Elmwood Terrace Apartments, one residential property owned by parties not related to Home Properties of New York, Inc. (the "Company"). On June 30, 2000, the Company, through its subsidiary Home Properties of New York, L.P., acquired 100% of the real estate of Elmwood Terrace Apartments, 504 apartment units located in one community. The property is located in Frederick, Maryland. The acquisition was funded through the assumption of approximately $4.7 million in a mortgage, approximately $4 million in cash and the issuance of Operating Partnership Units in Home Properties of New York, L.P. valued at approximately $11.9 million. The mortgage carries an interest rate of 8.32% and matures in 2003. BASIS OF PRESENTATION The accompanying financial statement has been prepared on the accrual basis of accounting, but is not representative of the actual operations of Elmwood Terrace Apartments for the period shown. As required by the Securities and Exchange Commission, Regulation S-X, Rule 3-14, certain expenses have been excluded which may not be comparable to the proposed future operations of Elmwood Terrace Apartments. Expenses excluded relate to property management fees, interest expense, depreciation and amortization expense and other expenses not directly related to the future operations of Elmwood Terrace Apartments. The Company is not aware of any material factors relating to Elmwood Terrace Apartments that would cause the reported financial information not to be necessarily indicative of future operating results. REVENUE RECOGNITION Rental income attributable to residential leases is recorded when due from residents. Leases are generally for terms of one year. INTERIM UNAUDITED FINANCIAL STATEMENT The accompanying interim unaudited statement of revenues and certain expenses for the period from January 1 through September 30, 2000 has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission described above. The results of operations of such interim period are not necessarily indicative of the results for the full year. USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. ORLEANS VILLAGE STATEMENT OF REVENUES AND CERTAIN EXPENSES DECEMBER 31, 1999 REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors and Shareholders of Home Properties of New York, Inc. In our opinion, the accompanying statement of revenues and certain expenses, as defined in Note 1, presents fairly, in all material respects, the revenues and certain expenses, as defined in Note 1, of Orleans Village for the year ended December 31, 1999 in conformity with accounting principles generally accepted in the United States of America. The statement of revenues and certain expenses is the responsibility of Orleans Village's management; our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit of the statement of revenues and certain expenses in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement of revenues and certain expenses was prepard for the purpose of complying with the rules and regulations of the Securities and Exchange Commission, as described in Note 1, and is not intended to be a complete presentation of Orleans Village's revenues and expenses. /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP Rochester, NY December 14, 2000 ORLEANS VILLAGE STATEMENT OF REVENUES AND CERTAIN EXPENSES (IN THOUSANDS)
FOR THE PERIOD JANUARY 1, THROUGH SEPTEMBER 30, 2000 (UNAUDITED) For the Year Ended DECEMBER 31, 1999 Revenues: Rental income $6,792 $8,622 Other income 385 490 7,177 9,112 Certain Expenses: Property operating and maintenance 2,427 3,140 Real estate taxes 383 500 2,810 3,640 Revenue in excess of certain expenses $4,367 $5,472
The accompanying note is an integral part of this financial statement. ORLEANS VILLAGE STATEMENT OF REVENUES AND CERTAIN EXPENSES DECEMBER 31, 1999 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BUSINESS The accompanying statement of revenues and certain expenses includes the operations (see "Basis of Presentation" below) of Orleans Village, one residential property owned and managed by parties not related to Home Properties of New York, Inc. (the "Company"). On November 16, 2000, the Company, through its subsidiary Home Properties of New York, L.P., acquired 100% of the real estate of Orleans Village, 851 apartment units located in one community. The property is located in Alexandria, Virginia. The acquisition was funded through $67.4 million in cash. BASIS OF PRESENTATION The accompanying financial statement has been prepared on the accrual basis of accounting, but is not representative of the actual operations of Orleans Village for the period shown. As required by the Securities and Exchange Commission, Regulation S-X, Rule 3-14, certain expenses have been excluded which may not be comparable to the proposed future operations of Orleans Village. Expenses excluded relate to property management fees, interest expense, depreciation and amortization expense and other expenses not directly related to the future operations of Orleans Village. The Company is not aware of any material factors relating to Orleans Village that would cause the reported financial information not to be necessarily indicative of future operating results. REVENUE RECOGNITION Rental income attributable to residential leases is recorded when due from residents. Leases are generally for terms of one year. INTERIM UNAUDITED FINANCIAL STATEMENT The accompanying interim unaudited statement of revenues and certain expenses for the period from January 1 through September 30, 2000 has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission described above. The results of operations of such interim period are not necessarily indicative of the results for the full year. USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. HOME PROPERTIES OF NEW YORK, INC. PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET SEPTEMBER 30, 2000 (Unaudited, In Thousands) This unaudited pro forma Condensed Consolidated Balance Sheet is presented as if the Company had purchased the Blackhawk Apartments, the Figoni Portfolio and Orleans Village on September 30, 2000. This unaudited pro forma Condensed Consolidated Balance Sheet should be read in conjunction with the Statement of Revenues and Certain Expenses of the Orleans Village and notes thereto included elsewhere herein. In management's opinion, all adjustments necessary to reflect the purchase of the Blackhawk Apartments, Figoni Portfolio and Orleans Village have been made. AS OF SEPTEMBER 30, 2000
Home Properties Blackhawk of New York, Apartments Figoni Orleans ProForma Company Inc. (A) (B) Portfolio (B) Village (B) Adjust. (C) Pro Forma ----------- ---------- ------------ ----------- ----------- ---------- ASSETS Real estate, net $1,598,554 $2,569 $8,153 $5,949 $94,729(D) $1,709,954 Cash and cash equivalents 46,816 (46,816) - Other assets 130,160 - - - - 130,160 ---------- ------- ------ ------- -------- ---------- Total Assets $1,775,530 $ 2,569 $8,153 $5,949 $47,913 $1,840,114 ========== ======= ====== ======= ======== ========== LIABILITIES Mortgage notes payable $765,803 $10,700 $8,100 $ - $ - $ 784,603 Line of credit 0 45,784(E) 45,784 Other liabilities 45,717 45,717 ---------- ------- ------ ------- -------- ---------- Total Liabilities 811,520 10,700 8,100 - 45,784 876,104 ---------- ------- ------ ------- -------- ---------- Minority interest 369,105 - - - - 369,105 ---------- ------- ------ ------- -------- ---------- Preferred Stock, Series B 48,733 48,733 STOCKHOLDERS' EQUITY Preferred Stock, Series A 35,000 35,000 Preferred Stock, Series C 59,500 59,500 Preferred Stock, Series D 25,000 25,000 Common stock 212 212 Additional paid-in capital 484,117 484,117 Accumulated deficit (48,040) ( 8,131) 53 5,949 2,129(F) (48,040) Officer and Director notes for stock purchases (9,617) (9,617) ---------- ------- ------ ------- -------- ---------- Total stockholders' equity 546,172 ( 8,131) 53 5,949 2,129 546,172 ---------- ------- ------ ------- -------- ---------- Total liabilities and stockholders' equity $1,775,530 $ 2,569 $8,153 $5,949 $ 47,913 $1,840,114 ========== ======= ====== ======= ======== =========
HOME PROPERTIES OF NEW YORK, INC. NOTES TO PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET SEPTEMBER 30, 2000 (Unaudited, in Thousands) (A) Reflects the Company's historical consolidated balance sheet as of September 30, 2000 as reported on Form 10-Q The Company's historical consolidated balance sheet includes the balance sheet of Old Friends Apartments (acquired February 1, 2000), Elmwood Terrace (acquired June 30, 2000), East Meadow (acquired August 1, 2000), Southbay Manor (acquired September 11, 2000), Hampton Court (acquired September 30, 2000) and Bayberry Apartments (acquired September 30, 2000). The acquisitions were recorded as follows:
Appliances & Mortgages Land Building Equipment Assumed Total (1) ------ -------- --------- ---------- ----------- Old Friends Apts. $255 $1,744 $51 ($2,400) $350 Elmwood Terrace 2,520 17,576 504 (4,700) (15,900)(2) East Meadow 2,250 13,000 150 - (15,400) Southbay Manor 1,098 1,841 61 - (3,000)(3) Hampton Court 1,274 4,544 182 (3,600) (2,400)(4) Bayberry Place 1,440 4,150 120 (2,500) (3,210)(5) ----- ------ ----- ------- -------- $8,837 $42,855 $1,068 ($13,200) ($39,560) ====== ====== ===== ======= ========
(1) Funded with excess cash and the Company's line of credit. (2) Includes the issuance of 439,865 shares of operating units at a price of $27 and excess cash of $4,024. (3) Includes the issuance of 52,004 shares of operating units at a price of $29.57 and excess cash of $1,462. (4) Includes the issuance of 38,533 shares of operating units at a price of $28.50 and excess cash of $1,302. (5) Includes the issuance of 109,444 shares of operating units at a price of $28.50 and excess cash of $91. (B) Reflects the Blackhawk Apartments (acquired October 24, 2000), the Figoni Portfolio (acquired November 1, 2000) and Orleans Village (acquired November 16, 2000), historical balance sheets as of September 30, 2000 for the assets/liabilities acquired by the Company. (C) The pro forma adjustments reflect the purchase of the Blackhawk Apartments, Figoni Portfolio and Orleans Village. The purchase price was allocated as follows:
Appliances Land Building & Equipment Total --------- --------- ----------- ------- Blackhawk Apartments $2,968 $14,161 $371 $17,500 Figoni Portfolio 4,290 21,781 429 26,500 Orleans Village 8,510 58,039 851 67,400 ------ ------- ----- ------- Total $15,768 $93,981 $1,651 $111,400 ====== ======= ===== =======
The appliances and equipment have an estimated useful life of ten years and the building has an estimated useful life of thirty-five years. (A) Reflects the excess of the cash purchase price of $111,400 over the historical seller's cost basis of $16,671. (B) Represents the draw down of the Company's line of credit to fund the acquisitions. (F) Represents the elimination of the seller's historical capital account. HOME PROPERTIES OF NEW YORK, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 (Unaudited, in Thousands, Except Share and Per Share Data) The unaudited pro forma Consolidated Statement of Operations for the nine months ended September 30, 2000 and for the year ended December 31, 1999 is presented as if the acquisitions of the Old Friends Apartments, Elmwood Terrace, East Meadow, Southbay Manor, Hampton Court, Bayberry Apartments, Blackhawk Apartments, the Figoni Portfolio and Orleans Village had occurred on January 1, 1999. The unaudited pro forma Consolidated Statement of Operations should be read in conjunction with the Statements of Revenues Certain Expenses of the Old Friends Apartments, Elmwood Terrace and Orleans Village and notes thereto included elsewhere herein. In management's opinion, all adjustments necessary to reflect the effects of the purchase of Old Friends Apartments, Elmwood Terrace, East Meadow, Southbay Manor, Hampton Court, Bayberry Apartments, Blackhawk Apartments, the Figoni Portfolio and Orleans Village have been made. The unaudited pro forma Consolidated Statement of Operations for the nine months ended September 30, 2000 and for the year ended December 31, 1999 is not necessarily indicative of what the actual results of operations would have been assuming the transactions had occurred as of the beginning of the period presented, nor does it purport to represent the results of operations for future periods.
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 Home Properties of Other New York, Inc. Acquired Historical Blackhawk Figoni Orleans Properties Pro Forma Company Pro (A) Apartment(B) Portfolio (B) Village (B) (C) Adjmnt. Forma ------------- ------------ ------------ -------- ---------- --------- ----------- Revenues: Rental Income $218,039 $2,146 $2,870 $6,792 $4,590 $234,437 Property other income 8,080 69 14 385 157 8,705 Interest and Dividend Income 6,035 6,035 Other income 381 381 ------- ----- ----- ----- ------ ------ ------- Total revenues 232,535 2,215 2,884 7,177 4,747 249,558 ------- ----- ----- ----- ------ ------ ------- Expenses: Operating and maintenance 92,862 1,067 1,046 2,810 2,052 99,837 General and administrative 9,799 511 (D) 10,310 Interest 41,522 4,489 (E) 46,011 Depreciation and amortization 37,795 2,892 (F) 40,687 ------- ----- ----- ----- ------ ------ ------- Total Expenses 181,978 1,067 1,046 2,810 2,052 7,892 196,845 ------- ----- ----- ----- ------ ------ ------- Income before gain on disposition of property and minority interest 50,557 1,148 1,838 4,367 2,695 ($7,892) 52,713 Loss on disposition of property 417 417 ------- ----- ----- ----- ----- ------- ------- Income before minority interest $50,140 $1,148 $1,838 $4,367 2,695 ($7,892) 52,296 ======= ===== ===== ===== ===== ======= Minority interest of Unit holders 20,426 ------ Net income before preferred dividends $31,870 Preferred dividends (8,252) ------ Net income available for common shareholders $23,618 ====== Net income per common share -basic $1.16 ====== -diluted $1.15 ====== Weighted average number of shares outstanding - basic 20,412,401 ========== - diluted 20,539,312 ==========
HOME PROPERTIES OF NEW YORK, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS FOR THE TWELVE MONTHS ENDED DECEMBER 31, 1999 (Unaudited, in Thousands, Except Share and Per Share Data)
FOR THE YEAR ENDED DECEMBER 31, 1999 Home Properties of Other New York, Inc. Blackhawk Figoni Orleans Acquired Pro Forma Company Pro Historical (A) Apartment (B) Portfolio Village (B) Properties Adjmnt. Forma (B) (C) -------------- ------------ ---------- ---------- ---------- --------- ----------- Revenues: Rental Income $217,591 $2,861 $3,826 $8,622 $7,876 $240,776 Property other income 6,878 92 19 490 253 7,732 Interest and Dividends 7,092 7,092 Other income 2,902 2,902 ------- ------ ------ ------ ------ ------- --------- Total revenues 234,463 2,953 3,845 9,112 8,129 258,502 ------- ------ ------ ------ ------ ------- --------- Expenses: Operating and maintenance 95,200 1,423 1,394 3,640 4,164 105,821 General and administrative 10,696 721 (D) 11,417 Interest 39,558 6,172 (E) 45,730 Depreciation and amort. 37,350 4,181 (F) 41,531 Loss on available-for-sale Securities 2,123 2,123 Non-recurring acquisition expenses 6,225 6,225 ------- ------ ------ ------ ------ ------- --------- Total Expenses 191,152 1,423 1,394 3,640 4,164 11,074 212,847 ------- ------ ------ ------ ------ ------- --------- Income before gain on disposition of property, minority interest and extraordinary item 43,311 1,530 2,451 5,472 3,965 (11,074) 45,655 Gain on disposition of Property 457 457 ------- ------ ------ ------ ------ ------- --------- Income before minority interest and extraordinary $43,768 $ 1,530 $2,451 $5,472 $3,965 ($11,074) 46,112 item ======= ======= ====== ===== ====== ======= Minority interest 18,933 ------ Net income before extraordinary item 27,179 Extraordinary item (103) ------ Net income before preferred dividends 27,076 Preferred dividends (1,153) ------ Net income available for common shareholders $25,923 ====== Net income available for common shareholders - Basic $1.39 ---- - Diluted $1.38 ---- Weighted average number of shares outstanding - basic 18,697,731 ========== - diluted 18,800,907 ==========
HOME PROPERTIES OF NEW YORK, INC. NOTES TO PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND FOR THE YEAR ENDED DECEMBER 31, 1999 (Unaudited, in Thousands) (A)Reflects the historical unaudited consolidated statement of operations for the Company for the nine months ended September 30, 2000 and the historical consolidated statement of operations for the Company for the year ended December 31, 1999. (B)Reflects the historical revenues and certain expenses of Blackhawk Apartments, Figoni Portfolio and Orleans Village which were not owned by the Company for the year ended December 31, 1999 and for the period prior to their acquisition in 2000. (C)Reflects the combined historical revenues and certain expenses of the Old Friends Apartments, Elmwood Terrace, East Meadow Apartments, Southbay Manor Apartments, Bayberry Place Apartments and Hampton Court Apartments which were not owned by the Company for the year ended December 31, 1999 and for the period prior to their acquisition in 2000. (D) Reflects additional general and administrative expenses. (E)Reflects the increase in interest related to debt assumed to finance the acquisitions. The interest is calculated as follows:
INTEREST Amortizing mortgage: PRINCIPAL BALANCE 12 MOS. 9 MOS. ------------------ ------- -------- Old Friends at 6.73% (for the period 1/1/00-2/1/00) $2,400 $162 $14 Elmwood Terrace at 8.32% (for the period 1/1/00-6/30/00) 4,700 391 198 Hampton Court at 8.88% (for the period 1/1/00-9/30/00) 3,600 320 243 Bayberry Apartments at 9.75% for the period 1/1/00 - 9/30/00) 2,500 244 186 Blackhawk at 7.65% (for the period 1/1/00-10/24/00) 10,700 819 623 Figoni at 8.21% (for the period 1/1/00-11/1/00) 8,100 665 506 Orleans Village at 7.80% Line of Credit (for the period 1/1/00-11/16/00) 45,784 3,571 2,719 ------ ----- ----- $77,784 $6,172 $4,489 ====== ===== =====
The historical consolidated statement of operations for the Company for the year ended December 31, 1999 needs twelve months worth of interest on each loan associated with the acquisition. (F) Reflects depreciation and amortization related to the acquisition. See Note C under Notes to Pro Forma Condensed Consolidated Balance Sheet for further information on useful lives of these assets. 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 thereunto duly authorized. HOME PROPERTIES OF NEW YORK, INC. (Registrant) Date: January 15, 2001 By: /S/ DAVID P. GARDNER ---------------------------- David P. Gardner Senior Vice President Chief Financial Officer Date: January 15, 2001 By: /S/ DAVID P. GARDNER ---------------------------- David P. Gardner Senior Vice President Chief Financial Officer HOME PROPERTIES OF NEW YORK, INC. EXHIBIT INDEX Exhibit 23.0 - Consent of PricewaterhouseCoopers, LLP