-----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, HQq2himi3GvYR/D8BCWDjYqo0R+2WAfbx7vNuYErnAhtp3bA7xU+cqPh2C6AW5Yf c0+/V7oudNaUDS4hJRxh4g== 0000923118-98-000029.txt : 19980525 0000923118-98-000029.hdr.sgml : 19980525 ACCESSION NUMBER: 0000923118-98-000029 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980413 ITEM INFORMATION: FILED AS OF DATE: 19980522 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOME PROPERTIES OF NEW YORK INC CENTRAL INDEX KEY: 0000923118 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 161455126 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13136 FILM NUMBER: 98630759 BUSINESS ADDRESS: STREET 1: 850 CLINTON SQ CITY: ROCHESTER STATE: NY ZIP: 14604 BUSINESS PHONE: 7162464105 MAIL ADDRESS: STREET 1: 850 CLINTON SQUARE CITY: ROCHESTER STATE: NY ZIP: 14604 8-K 1 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 30, 1998 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) Consecutive No. Page 1 of Exhibit Index at Page HOME PROPERTIES OF NEW YORK, INC. CURRENT REPORT ON FORM 8-K Item 5. Other Events. PINES OF PERINTON On March 30, 1998, Home Properties of New York, L.P. (the "Operating Partnership") and Home Properties of New York, Inc. (the "Company") entered into various agreements to acquire the equity interests in the Pines of Perinton Apartments, a 508 unit apartment community located in Perinton, New York for a total purchase price of approximately $1.5 million to be paid in the form of limited partnership interests in the Operating Partnership and shares of the Company's common stock. The Pines of Perinton is subject to mortgage financing having a principal balance of approximately $9.0 million. The acquisition is subject to certain conditions and approvals. BALTIMORE PORTFOLIO On April 30, 1998, the Operating Partnership acquired all of the partnership interests in Strawberry Hill Apartment Company, LLLP, Country Village Limited Partnership, Morningside Six, LLLP, Morningside North Limited Partnership and Morningside Heights Apartment Company Limited Partnership, all Maryland entities (the "Seller Partnerships"). The Seller Partnerships owned 1,589 apartment units in and around Baltimore, Maryland. The aggregate purchase price for the interests was $50,787,000. The purchase price was paid by: (I) the issuance of 807,339 Units to the former partners of the Seller Partnership valued at $26.52188 per Unit; (ii) the payment of $4,552,722.53 in cash to the former partners of the Seller Partnership; and (iii) assumption of existing financing on the Property. Approximately $15.6 million of the existing financing was prepaid at closing. Simultaneously, with the closing the Company entered into financing, secured by two of the properties in the amount of $20.6 million, which bears interest at 6.99% and matures on May 1, 2013. The assumed financing consists of two loans: (a) one having a principal balance of approximately $2,085,000 that bears interest at 8.25% and matures on May 1, 2007; and (b) one having a principal balance of approximately $6,710,000 that bears interest at 8.385% and matures on August 1, 2006. The properties have an average age of approximately 25 years and were 92% occupied at closing. The Company also acquired a vacant 6.8 parcel of land adjacent to one of the properties for a cash purchase price of $1.5 million. None of the above sellers were affiliated with the Operating Partnership, the Company, any directors or officers of the Company or any affiliates of any such director or officer. The properties were previously operated as multifamily apartment properties, and it is the intent of the Company and the Operating Partnership to continue to operate them as multifamily apartment communities. The purchase prices were negotiated with the sellers and based on an internal analysis by the Company of the historical cash flows and fair market values of the properties. ANNUAL SHAREHOLDERS MEETING. At their annual meeting held on May 5, 1998, the shareholders of the Company approved an amendment to the Company's Articles of Incorporation to increase the number of authorized shares of Common Stock to an aggregate of 50,000,000 shares. Also at their annual meeting, the shareholders of the Company approved the issuance of up to 25,000 shares of the Company's Common Stock to directors in payment of a portion of annual directors' fees and the issuance of up to 500,000 shares of the Company's common stock to directors, officers and key employees pursuant to the Company's Director, Officer and Employee Stock Purchase and Loan Plan. Item 7. Financial Statements and Exhibits. a. Financial Statements of the business acquired: Audited statement of revenues and direct operating expenses of Pines of Perinton for the year ended December 31, 1997. Audited statement of revenues and certain expenses of the Baltimore Portfolio for the year ended September 30, 1997. b. Pro Forma Financial Information: Pro-forma condensed consolidated balance sheet of the Company as of March 31, 1998 and related notes (unaudited). Pro-forma consolidated statement of operations of the Company for the three months ended March 31, 1998 and for the year ended December 31, 1997 (unaudited). Notes to the pro-forma consolidated statement of operations of the Company for the three months ended March 31, 1998 and for the year ended December 31, 1997 (unaudited). c. Exhibits: Exhibit 5.1 - Form of Contribution Agreement with schedule setting forth material details in which documents differ from form Exhibit 5.2 - Directors' Grant Stock Plan Exhibit 5.3 - Director, Officer and Employee Stock Purchase and Loan Plan Exhibit 23.0 - Consent of Price Waterhouse, LLP Exhibit 23.1 - Consent of Coopers & Lybrand, LLP PINES OF PERINTON STATEMENT OF REVENUES AND DIRECT OPERATING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 1997 Report of Independent Accountants To the Partners of Perinton Associates We have audited the accompanying Statement of Revenues and Direct Operating Expenses of Pines of Perinton for the year ended December 31, 1997. This statement is the responsibility of the Company's management. Our responsibility is to express an opinion on this statement based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards required that we plan and perform the audit to obtain reasonable assurance about whether the statement is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the statement. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statement. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (S-X Rule 3-14) and excludes certain material expenses, that would not be comparable to those resulting from the proposed future operations of the property described in Note 2 and is not intended to be a complete presentation of Pines of Perinton's revenues and expenses. In our opinion, the statement referred to above presents fairly, in all material aspects, the revenues and direct operating expenses described in Note 2 of Pines of Perinton for the year ended December 31, 1997, in conformity with generally accepted accounting principles. /s/ Price Waterhouse LLP Price Waterhouse LLP Chicago, Illinois May 20, 1998 The accompanying notes are an integral part of this statement. PINES OF PERINTON STATEMENT OF REVENUES AND DIRECT OPERATING EXPENSES DECEMBER 31, 1997
REVENUES Rents $2,278,588 Other 39,183 ---------- 2,317,771 ---------- OPERATING EXPENSES Administrative and rental 104,190 Operating 83,315 Utilities 462,580 Maintenance and repairs 474,865 Real estate taxes (Note 3) 155,209 Property insurance 83,428 Other taxes, interest and insurance 49,483 --------- 1,413,070 --------- REVENUES IN EXCESS OF DIRECT OPERATING EXPENSES $ 904,701 ===========
PINES OF PERINTON NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 1. ORGANIZATION OF LIMITED PARTNERSHIP Pines of Perinton is a 508-unit apartment project (the Project) in the town of Fairport, New York. The Project was constructed under the mortgage loan program of the New York State Urban Development Corporation (UDC) and Section 236 of the National Housing Act. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying statement of revenues and direct operating expenses is not representative of the actual operations for the year ended December 31, 1997, because expenses which may not be comparable to the proposed future operations of Pines of Perinton have been excluded. Revenues excluded consist of proceeds from insurance claims and interest income. Expenses excluded consist of management fees, mortgage interest, depreciation and amortization, and other costs not directly related to future operations. USE OF ESTIMATES The accounting policies described below are in conformity with generally accepted accounting principles, and have been consistently applied in all material aspects. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make 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. 3. REAL ESTATE TAXES The Partnership is engaged in a dispute with the New York State Division of Housing and Community Renewal (DHCR) with respect to the Partnership's calculation of shelter rent tax. Shelter rent is paid in lieu of local and municipal real estate taxes pursuant to Section 125 of Article 5 of the Private Housing Financing Law of the State of New York. The Partnership has determined, based upon the advice of its legal counsel, that tenant rent subsidies the Partnership receives from the U.S. Department of Housing and Urban Development can be excluded from the tax calculation. The DHCR, in its capacity as the regulatory agency supervising the Partnership's operating activities, has asserted that the law requires the Partnership to include tenant rent subsidies in the shelter rent tax calculation. Until such time as the aforementioned disagreement is resolved, the DHCR has advised the Partnership that it has the authority to exercise certain rights granted to it under the regulatory agreement, including removal of the General Partner's board of directors and denial of future partnership requests for tenant rent increases, if the Partnership fails to disclose the existence of this dispute in its financial statements. The Partnership and its legal counsel continue to believe the Partnership is exempt from any requirement to include tenant rent subsidies in its calculation of shelter rent tax, but have acquiesced to the DHCR regarding financial statement disclosure of their dispute. - 2 - Baltimore Portfolio _____ Statement of Revenues and Certain Expenses September 30, 1997 Report of Independent Accountants To the Board of Directors and Stockholders of Home Properties of New York, Inc. We have audited the accompanying statement of revenues and certain expenses, as defined in Note 1, of the Baltimore Portfolio for the year ended September 30, 1997. The statement of revenues and certain expenses is the responsibility of the Baltimore Portfolio's management. Our responsibility is to express an opinion on the statement of revenues and certain expenses based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of revenues and certain expenses is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the statement of revenues and certain expenses. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statement of revenues and certain expenses. 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 the Baltimore Portfolio's revenues and expenses. In our opinion, the statement of revenues and certain expenses referred to above presents fairly, in all material respects, the revenues and certain expenses, as defined in Note 1, of the Baltimore Portfolio for the year ended September 30, 1997, in conformity with generally accepted accounting principles. /s/ Coopers & Lybrand L.L.P. COOPERS & LYBRAND L.L.P. Rochester, New York May 15, 1998 Baltimore Portfolio Statement of Revenues and Certain Expenses (In Thousands) Period October 1, 1997 through March 31, 1998 Year Ended (unaudited) September 30, 1997 Revenues: Rental income $ 4,745 $ 9,322 Other income 225 442 4,970 9,764 Certain expenses: Property operating and maintenance 1,694 3,870 Real estate taxes 318 634 2,012 4,504 Revenues in excess of certain expenses $ 2,958 $ 5,260 The accompanying note is an integral part of the financial statement. 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 the Baltimore Portfolio, four residential properties owned and managed by common parties not related to Home Properties of New York, Inc. (the "Company"). On April 30, 1998, the Company, through its subsidiary Home Properties of New York, L.P., acquired 100% of the real estate of the Baltimore Portfolio, 1,589 apartment units located in four communities in suburban markets of Baltimore, Maryland. Basis of Presentation The accompanying financial statement is not representative of the actual operations of the Baltimore Portfolio 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 the Baltimore Portfolio. Expenses excluded relate to property management fees, interest expense, depreciation and amortization expense and other expenses not directly related to the future operations of the Baltimore Portfolio. The Company is not aware of any material factors relating to the Baltimore Portfolio 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 October 1, 1997 through March 31, 1998 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 generally accepted accounting principles 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 MARCH 31, 1998 (Unaudited, In Thousands) This unaudited pro forma Condensed Consolidated Balance Sheet is presented as if the Company had purchased the Pines of Perinton and the Baltimore Portfolio on March 31, 1998. This unaudited pro forma Condensed Consolidated Balance Sheet should be read in conjunction with the Statement of Revenues and Direct Operating Expenses of the Pines of Perinton and the Statement of Revenues and Certain Expenses of the Baltimore Portfolio and notes thereto included elsewhere herein. In management's opinion, all adjustments necessary to reflect the purchase of the Pines of Perinton and the Baltimore Portfolio have been made.
Home Properties of New York, ProForma Inc. Pines of Baltimore Adjustments Company (A) PERINTON (B) PORTFOLIO (C) (D) PRO FORMA ASSETS Real estate, net $548,169 $2,842 $ 7,361 $52,088 (E) $610,460 Cash and cash equivalents 2,821 2,821 Other assets 67,100 1,588 404 (1,380)(F) 67,712 Total Assets $618,090 $4,430 $ 7,765 $50,708 $680,993 LIABILITIES Mortgage notes payable $217,376 $8,996 $24,433 $ 4,962(G) $255,767 Line of credit 22,250 1,396(H) 23,646 Other liabilities 15,936 15,936 Total Liabilities 255,562 8,996 24,433 6,358 295,349 Minority interest 187,841 23,116(D) 210,957 STOCKHOLDERS' EQUITY Common stock 104 104 Additional paid-in capital 200,759 200,759 Accumulated deficit ( 21,302) (4,566) (16,668) 21,234(I) (21,302) Treasury stock, at cost ( 426) (426) Officer and Director notes for stock purchases ( 4,448) (4,448) Total stockholders' equity 174,687 (4,566) (16,668) 21,234 174,687 Total liabilities and stockholders' equity $618,090 $4,430 $ 7,765 $50,708 $680,993
HOME PROPERTIES OF NEW YORK, INC. NOTES TO PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET MARCH 31, 1998 (Unaudited, in Thousands) (A) Reflects the Company's historical consolidated balance sheet as of March 31, 1998 as reported on Form 10-Q. (B) Reflects the Pines of Perinton historical balance sheet as of March 31, 1998 for the assets/liabilities proposed to be acquired by the Company. (C) Reflects the Baltimore Portfolio historical balance sheet as of March 31, 1998 for the assets/liabilities acquired by the Company. (D) The pro forma adjustments reflect the proposed purchase of the Pines of Perinton and the actual purchase of the Baltimore Portfolio on April 30, 1998. The allocation of the purchase price is as follows:
Appliances Other Assets/ (1) LAND BUILDING & EQUIPMENT LIABILITIES TOTAL Pines of Perinton 1,070 7,534 508 1,588 10,700 Baltimore Portfolio 9,961 41,629 1,589 404 53,583 11,031 49,163 2,097 1,992 64,283
The appliances and equipment have an estimated useful life of ten years and the buildings have an estimated useful life of thirty-five years. (1) The total purchase price was funded as follows:
New Mortgages Mortgage Issuance of TOTAL Assumed NOTE O.P. UNITS NET Pines of Perinton 10,700 ( 8,996) - ( 1,704)(2) - Baltimore Portfolio 53,583 ( 8,795) (20,600) (21,412)(3) 2,776 64,283 (17,791) (20,600) (23,116) 2,776
(2) Represents the issuance of 63,111 Operating Partnership Units, recorded as Minority Interest. (3) Represents the issuance of 807,339 Operating Partnership Units valued at $26.52188 per Unit. This amount is recorded as Minority Interest. (E) Reflects the excess of the purchase price of $62,291 over the historical seller's combined cost basis of $10,203. (F) Reflects the loan acquisition costs of $52 from the new mortgage debt recorded as other assets, net of $1,432 of deposits previously paid and included in other assets as of March 31, 1998. (G) Reflects the $15,638 of mortgage notes paid off upon closing, net of the $20,600 proceeds from the new mortgage note received relative to the Baltimore Portfolio. (H) Represents the net purchase paid in cash of $2,776 plus the $52 of loan acquisition costs, net of previous deposits of $1,432, funded by the Company's unsecured line of credit. (I) Represents historical seller's combined capital accounts zeroed out. HOME PROPERTIES OF NEW YORK, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 (Unaudited, in Thousands, Except Share and Per Share Data) The unaudited pro forma Consolidated Statement of Operations for the three months ended March 31, 1998 and for the year ended December 31, 1997 is presented as if the acquisitions of the Pines of Perinton and the Baltimore Portfolio had occurred on January 1, 1997. The unaudited pro forma Consolidated Statement of Operations should be read in conjunction with the Statements of Revenues and Direct Operating Expenses of the Pines of Perinton and the Statement of Revenues and Certain Expenses of the Baltimore Portfolio and notes thereto included elsewhere herein. In management's opinion, all adjustments necessary to reflect the effects of the purchase of the Pines of Perinton and the Baltimore Portfolio have been made. The unaudited pro forma Consolidated Statement of Operations 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 THREE MONTHS ENDED MARCH 31, 1998 Home Properties of New York, Inc. Historical Pines of Baltimore Pro Forma Company (A) Perinton Portfolio ADJMNT. Pro (B) (C) FORMA Revenues: Rental Income $25,094 $571 $2,363 $28,028 Property other income 502 26 112 640 Interest income 914 28 942 Other income 263 263 Total revenues 26,773 625 2,475 29,873 Expenses: Operating and maintenance 12,140 407 1,006 13,553 General and administrative 1,209 93 (D) 1,302 Interest 4,398 759 (E) 5,157 Depreciation and amortization 4,079 404 (F) 4,483 Total Expenses 21,826 407 1,006 1,256 24,495 Income before minority interest $ 4,947 $218 $1,469 ($1,256) 5,378 Minority interest of unit holders 2,507 Net income $2,871 Basic earnings per share data: Net income $0.30 Weighted average shares outstanding 9,702,975 Diluted earnings per share data: Net income $0.29 Weighted average shares outstanding 9,900,451
HOME PROPERTIES OF NEW YORK, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 1997 (Unaudited, in Thousands, Except Share and Per Share Data)
FOR THE YEAR ENDED DECEMBER, 1997 Home Properties of New York, Inc. Pines of Baltimore Pro Historical Perinton Portfolio Forma Company PRO (A) (B) (C) ADJMT. FORMA Revenues: Rental Income $64,002 $2,279 $9,322 $75,603 Property other income 2,222 39 442 2,703 Other income 3,473 3,473 Total revenues 69,697 2,318 9,764 81,779 Expenses: Operating and maintenance 31,317 1,413 4,504 37,234 General and administrative 2,255 362 (D) 2,617 Interest 11,967 3,034 (E) 15,001 Deprecation and amortization 11,200 1,614 (F) 12,814 Total expenses 56,739 1,413 4,504 5,010 67,666 Income before loss on disposition of property, minority interest and extraordinary item 12,958 905 5,260 (5,010) 14,113 Loss on disposition of property 1,283 1,283 Income before minority interest and extraordinary item 11,675 905 5,260 (5,010) 12,830 Minority interest 5,059 Income before extraordinary item 7,771 Extraordinary item, net (1,074) Net income $6,697 Basic earnings per share data: Income before extraordinary item $1.05 Extraordinary item (0.15) Net income $0.90 Weighted avg. shares outstanding 7,415,888 Diluted earnings per share data: Income before extraordinary item $1.03 Extraordinary item (0.14) Net income $0.89 Weighted avg. shares outstanding 7,558,167
HOME PROPERTIES OF NEW YROK, INC. NOTES TO PRO FORMA CONSOLIDATED STAEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND FOR THE YEAR ENDED DECEMBER 31, 1997 (Unaudited, in Thousands) (A) Reflects the historical consolidated statement of operations for the Company for the three months ended March 31, 1998 and the historical consolidated statement of operations for the Company for the year ended December 31, 1997. (B) Reflects the historical revenues and direct operating expenses of the Pines of Perinton which was not owned by the Company for the period presented. (C) Reflects the historical revenues and certain expenses of the Baltimore Portfolio which was not owned by the Company for the periods presented. (D) Reflects additional general and administrative expenses estimated at 3% of gross revenues. (E) Reflects the increase related to debt borrowed to finance the acquisitions. The interest is calculated as follows:
Principal INTEREST Amortizing mortgage: BALANCE 3 MOS. 12 MOS. BALTIMORE PORTFOLIO $ 8,795 $184 $ 734 Assumed Mortgages at 8.35% New mortgage at 6.99% 20,600 360 1,440 PINES OF PERINTON 8,996 191 765 (Assumed Mortgage at 8.5% LINE OF CREDIT at 6.8% 1,396 24 95 $39,787 $759 $3,034
(F) Reflects depreciation related to the acquisitions. See Note D to the 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: May 22, 1998 By: /S/ DAVID P. GARDNER David P. Gardner Vice President Chief Financial Officer and Treasurer Date: May 22, 1998 By: /S/ NORMAN LEENHOUTS Norman Leenhouts Chairman of the Board of Directors Co-Chief Executive Officer and Director HOME PROPERTIES OF NEW YORK, INC. EXHIBIT INDEX LOCATION Exhibit 5.1 - Form of Contribution Agreement with schedule setting forth material details in which documents differ from form Pages ____ to _____ Exhibit 5.2 - Directors' Grant Stock Plan Pages ____ to ______ Exhibit 5.3 - Director, Officer and Employee Stock Purchase and Loan Program Pages _____ to _____ Exhibit 23.0 - Consent of Price Waterhouse, LLP Pages _____ to _____ Exhibit 23.1 - Consent of Coopers & Lybrand, LLP Pages _____ to _____ Exhibit 5.1 Form of Contribution Agreement with schedule setting forth material details in which documents differ from form Exhibit 5.2 Directors' Grant Stock Plan Exhibit 5.3 Director, Officer and Employee Stock Purchase and Loan Program EX-23 2 Exhibit 23.0 CONSENT OF INDEPENDENT CONSULTANTS We consent to the incorporation by reference in the Registration Statements on Forms S-3 (Nos. 333-37437, 333-37229, 333-30835, 333-13723, 333-43303, 333- 46243, 333-2672, 333-2674 and 333-52601) and on Forms S-8 (Nos. 333-05705 and 333-12551) filed by Home Properties of New York, Inc. of our report dated May 20, 1998 on our audit of the Statement of Revenues and Direct Operating Expenses of Pines of Perinton for the year ended December 31, 1997, which report is included in the accompanying Form 8-K. We also consent to the reference to our firm under the caption "Experts". /s/ Price Waterhouse, LLP Price Waterhouse, LLP Chicago, Illinois May 20, 1998 EX-23 3 Exhibit 23.1 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the Registration Statements on Forms S-3 (Nos. 333-37437, 333-37229, 333-30835, 333-13723, 333-43303, 333-46243, 333-2672, 333-2674, 333-49781 and 333-52601) and on Forms S-8 (Nos. 333-05705 and 333-12551) filed by Home Properties of New York, Inc. of our report dated May 15, 1998, on our audit of The Acquisition Portfolio for the year ended December 31, 1997, which report is included in the accompanying Form 8-K. We also consent to the reference to our firm under the caption "Experts". /s/ Coopers & Lybrand L.L.P. COOPERS & LYBRAND L.L.P. Rochester, New York May 22, 1998 -----END PRIVACY-ENHANCED MESSAGE-----