SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 2001 Commission File Number 0-7716
CENTURY REALTY TRUST
(Exact name of Registrant as specified in its charter)
INDIANA 35-1284316
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
823 Chamber of Commerce Building 46204
Indianapolis, Indiana (ZipCode)
(Address of principal executive offices)
Registrant's telephone number, including area code (317)632-5467
Indicate by check mark whether this registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or such shorter period that the registrant was required to file
such reports), and(2) has been subject to such filing
requirements for the past 90 days. YES X NO __.
Indicate the number of shares outstanding of each of the
issuer's classes of common stock as of the latest practicable
date.
Shares of Beneficial Interest, no par value 1,749,042 shares
Part 1. Financial Information
Century Realty Trust and Subsidiaries
Consolidated Balance Sheets
September December
30, 2001 31, 2000
___________ ___________
Unaudited See Note 1
Assets
Real estate investments:
Land $3,776,383 $3,776,383
Buildings 52,652,303 52,231,244
Equipment 1,409,125 1,301,796
Allowances for depreciation (14,318,672) (13,011,130)
___________ ___________
43,519,139 44,298,293
Net investment in direct financing leases 201,384 229,698
___________ ___________
43,720,523 44,527,991
Cash and cash equivalents 1,502,019 781,215
Restricted cash 1,614,831 1,295,266
Accounts and accrued income receivable 201,231 130,998
Unamortized management contracts 401,049 449,826
Unamortized mortgage costs 511,308 441,906
Undeveloped land 99,675 99,675
Other assets 138,226 94,259
___________ ___________
$48,188,862 $47,821,136
___________ ___________
___________ ___________
Liabilities and shareholders' equity
Liabilities:
Short-term debt $100,000 $3,000,000
Mortgage notes payable 34,542,430 31,013,235
Accounts payable and accrued liabilities 414,280 426,647
Interest 210,951 251,817
State income and property taxes 1,720,104 1,391,927
Security deposits and unearned income 612,074 503,952
___________ ___________
37,599,839 36,587,578
Minority interest in operating partnerships 857,360 1,149,187
Shareholders' equity:
Shares of Beneficial Interest, no par
value - authorized 5,000,000 shares,
issued 1,761,841 shares (1,743,243 shares
at December 31, 2000), including 19,207
shares (16,806 shares at December 31, 2000)
in treasury 9,259,900 9,043,334
Overdistributed income other
than from gain on the sale of real estate (645,923) (104,950)
Undistributed net realized gain from the
sale of real estate 1,316,078 1,316,078
Cost of treasury shares (198,392) (170,091)
___________ ___________
9,731,663 10,084,371
___________ ___________
$48,188,862 $47,821,136
___________ ___________
___________ ___________
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Income
Three Months Nine Months
Ended September 30 Ended September 30
_______________________ _______________________
2001 2000 2001 2000
___________ ___________ ___________ ___________
Income:
Real estate operations:
Rental Income $3,157,169 $3,244,211 $9,516,303 $9,710,700
Income from direct
financing leases 7,086 8,286 21,258 24,857
Other income 74,386 84,926 214,009 214,458
__________ ___________ ___________ ___________
3,238,641 3,337,423 9,751,570 9,950,015
Less:
Operating expenses 1,557,036 1,401,673 4,394,836 4,032,741
Depreciation 454,727 454,119 1,363,455 1,358,466
Real estate taxes 342,594 335,326 1,017,670 1,007,089
__________ ___________ ___________ ___________
2,354,357 2,191,118 6,775,961 6,398,296
__________ __________ __________ __________
884,284 1,146,305 2,975,609 3,551,719
Interest 11,165 19,085 37,267 59,792
__________ ___________ ___________ ___________
895,449 1,165,390 3,012,876 3,611,511
Expenses:
Interest 683,754 729,106 2,068,062 2,207,626
State income taxes 24,139 32,596 85,245 96,364
General and administrative 134,739 125,526 431,941 415,254
__________ ___________ ___________ ___________
842,632 887,228 2,585,248 2,719,244
___________ ___________ ___________ ___________
Income before minority
interest in operating
partnerships 52,817 278,162 427,628 892,267
Minority interest in
operating partnerships 16,212 (2,787) 55,885 (21,378)
__________ ___________ ___________ ___________
Net income $69,029 $275,375 $483,513 $870,889
__________ __________ __________ __________
__________ __________ __________ __________
Per share data:
Basic earnings $0.04 $0.16 $0.28 $0.51
Diluted earnings $0.04 $0.16 $0.28 $0.51
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Cash Flows
Nine Months
Ended September 30
2001 2000
__________ __________
Operating Activities
Net income $483,513 $870,889
Adjustments to reconcile net
income to cash provided by
operating activities:
Depreciation and amortization 1,402,445 1,395,454
Minority interest (55,885) 21,378
Changes in operating assets
and liabilities:
Restricted cash (193,842) (268,232)
Accounts and accrued income receivable (70,195) 259,893
Other assets (89,455) 7,912
Accounts payable and accrued liabilities 285,554 286,729
Tenants' security deposits and
unearned income 108,122 51,407
__________ __________
Net cash provided by operating activities 1,870,257 2,625,430
Investing Activities:
Purchase of property and improvements (528,388) (348,471)
Lease principal payments received 28,314 24,715
__________ __________
Net cash used in investing activities (500,074) (323,756)
Financing Activities:
Net short-term bank borrowings (repayments) (2,900,000) -
Net proceeds from long-term mortgage loans 3,708,589 -
Principal payments on mortgage notes payable (390,806) (470,743)
Sale of treasury shares 5,125 -
Purchase of shares for treasury (33,362) (129,625)
Dividends paid to shareholders (1,019,489) (1,036,814)
Distributions to holders of minority interest (19,436) (57,839)
__________ __________
Net cash used in financing activities (649,379) (1,695,021)
__________ __________
Net increase in cash and cash equivalents 720,804 606,653
Balance at beginning of period 781,215 883,730
__________ __________
Balance at end of period $1,502,019 $1,490,383
__________ __________
__________ __________
Supplemental Data:
Selected noncash activities related to
investing and financing activities were
as follows:
Issued 18,498 shares in 2001 and 186,655
shares in 2000 in exchange for like
numbers of operating partnership units
of controlled partnerships $216,566 $2,218,092
__________ __________
__________ __________
See accompanying notes.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Century Realty Trust
September 30, 2001
Unaudited
Note 1 - Basis of Presentation
The accompanying unaudited consolidated financial statements
have been prepared in accordance with accounting principles
generally accepted in the United States for interim financial
information and with the instructions to Form 10-Q and Article
10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by accounting principles
generally accepted in the United States for complete financial
statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results
for the three months and nine months ended September 30, 2001
are not necessarily indicative of the results that may be
expected for the year ended December 31, 2001.
The balance sheet at December 31, 2000 has been derived from
the audited financial statements at that date but does not
include all of the information and footnotes required for
complete financial statements. For further information, refer to
the consolidated financial statements and footnotes thereto
included in the Trust's annual report on Form 10-K for the year
ended December 31, 2000.
Note 2 - Interest In Operating Partnerships
The Trust, through its wholly-owned subsidiary, CR Management,
Inc., is the general partner in five limited partnerships each
of which owns, as its principal asset, a single apartment
property. CR Management, Inc. owns 2,972 partnership units.
Effective January 1, 2000, the Trust granted to each of the
beneficial owners of the remaining 286,908 partnership units the
right to exchange their units for an equal number of shares of
the Trust. Exchanges are exercised effective on the first day
of each calendar quarter. At December 31, 2000 the Trust owned,
in the aggregate 192,687, or 66.5%, of the 289,880 outstanding
partnership units.
During the nine months ended September 30, 2001, the Trust
issued 18,498 shares of beneficial interest in exchange for
partnership units. As of October 1, 2001, holders of 6,408
units elected to exchange units for shares. Including the
exchanges exercised October 1, 2001, the Trust owns 217,693, or
75.1%, of the 289,880 outstanding operating partnership units.
The equity interest that the Trust does not own is described in
the consolidated financial statements as the minority interest
in operating partnerships.
Note 3 - Mortgage Notes Payable
Nine of the fifteen properties owned by the Trust are
encumbered by mortgage loans that are payable in monthly
installments totaling approximately $196,000, including interest
at rates ranging from 6.97% to 9% per annum, and which mature
from June 2, 2003 to August 17, 2011. Scheduled payments during
the three and nine month periods ended September 30, 2001
decreased mortgage loan balances, in the aggregate, by $101,513
and $298,521 respectively.
In August, 2001 the Trust obtained a new $5 million, ten-year,
first mortgage loan on its Eagle Creek Park apartment property.
The loan provides for repayment in monthly installments of
$35,467 including principal and interest at the rate of 7.04%.
The scheduled payments will leave a balance of $3,948,379 due at
maturity in August, 2011. A portion of the loan proceeds was
used to repay in full the $1,080,000 mortgage loan balance on
one of the Trust's commercial properties, and to repay $2.9
million of the Trust's short-term bank borrowings.
The five apartment properties owned by the operating
partnerships controlled by the Trust have long-term mortgage
loans that are payable in monthly installments totaling
approximately $76,000. The loans have interest rates ranging
from 8 1/8% to 8 7/8%, and mature from June 1, 2006 to May 1,
2030. Scheduled payments during the three months and nine
months ended September 30, 2001 decreased mortgage loan
balances, in the aggregate, by $31,138 and $92,285, respectively.
Note 4 - Short-Term Debt
As of September 30, 2001 and December 31, 2000, the Trust had
borrowed $100,000 and $3,000,000, respectively, under its bank
line of credit. The Trust's borrowing limit under its bank line
of credit is $3,000,000. The line of credit rate of interest
was 5.5% and 9.5% at September 30, 2001 and December 31, 2000,
respectively.
Note 5 - Federal Income Taxes
The Trust intends to continue as a real estate investment trust
as defined in the Internal Revenue Code and to distribute its
taxable income. Assuming compliance with other requirements of
the Code, income distributed will not be taxable to the Trust.
Accordingly, no provision for federal income taxes is made in
the financial statements. Distributions, however, to the extent
that such payments are from earnings and profits of the Trust,
are taxable to the shareholder recipients as dividend income.
Management's Discussion And Analysis Of Financial Condition
And Results Of Operations
Overview
Contained in this discussion are forward-looking statements
which management believe to be reasonable and informative. Such
statements are based on assumptions which may not prove to be
correct for reasons management cannot predict. Consequently,
the inclusion of forward-looking statements should not be
considered as representations by the Trust or its management
that expected results will be achieved or that stated objectives
will be attained.
At September 30, 2001 and 2000, and throughout the quarters and
nine month periods then ended, the Trust owned or controlled
fifteen apartment communities containing 2,136 apartment units,
three multi-tenant commercial properties containing 89,000
rentable square feet, and two restaurant properties leased to
operators under net leases. Five of the fifteen apartment
communities containing a total of 586 units are owned by
partnerships in which the Trust has majority equity interests
and over which it has exclusive control. A detailed listing of
the investment real estate is contained on Page 2 of the Trust's
2000 annual report. At September 30, 2001 and 2000 the Trust's
net investment in real estate consisted of apartment properties
(94%), commercial properties (5%) and net-leased restaurant
properties (1%). Except for one restaurant property in Orlando,
Florida, the Trust's real estate investments are located in
Indiana.
The apartment communities, which comprise 94% of the Trust's
investment property, also account for most of the rental income
and expenses reported. Management expects the real estate
portfolio will be unchanged during the fourth quarter of 2001,
and that operating income and expenses in the fourth quarter of
2001 will approximate the comparable amounts reported for the
third quarter of 2001.
Results Of Operations
For the quarter and nine months ended September 30, 2001, the
Trust reported decreases of 3% and 2%, respectively, in gross
income from real estate operations from the comparable 2000
periods. Gross income from apartment operations accounted for
86% and 84% of the decreases for the quarter and nine month
periods. Income from apartment operations decreased by 2.7% and
1.8% over the prior year quarter and nine month periods due to
lower occupancy rates that more than offset .9% higher average
rental rates. Economic occupancy for the third quarter of 2001
was 91.9%, down from 95% in the prior year quarter; and, for the
nine months ended September 30, 2001, was 91.6%, down from 94.7%
during the comparable period of 2000.
Gross revenue from rental properties other than apartments
accounted for 4.9% of total income from rental operations in the
first nine months of 2001. Non-apartment revenue decreased by
$10,800, or 2.2% compared to the comparable prior year period due
entirely to the absence of $22,900 of rental income from the
Florida restaurant property that was closed during the first five
months of 2001. The restaurant property was leased to a new
operator in May, 2001. Occupancy rates for the office and
warehouse properties were 94% and 95% during the first nine
months of 2001 and 2000, respectively.
Operating expenses, excluding interest and depreciation, for
the apartment properties consumed 56.2% of gross possible income
for the third quarter of 2001, up from 50.4% for the prior year
period, and amounted to an increase of $166,345, or 9.8%. For
the nine months ended September 30, 2001 and 2000, apartment
operating expenses were 52.8% and 50.2%, respectively, of gross
possible income, up $356,748, or 7.2%, from the comparable
period of 2000. A comparatively severe winter season and a
wetter than normal spring and summer following a moderate
weather conditions a year ago resulted in significantly higher
maintenance payroll costs and climate-related repair expenses
during the nine months of 2001. Substantially higher costs for
natural gas during the winter contributed to a 6.2% increase in
utilities expenses, while termite treatment, air conditioning
systems repairs and grounds maintenance increased significantly
in the 2001 period. Due to a decrease in occupancy rates,
advertising and marketing costs increased approximately $18,000
and $64,700 for the third quarter and first nine months of 2001
over the comparable periods of 2000. Also, as a result of its
efforts to maintain and improve occupancy, the Trust incurred
increases from the previous year of $52,700, 34% and $58,400, 14%
in decorating costs during the quarter and nine month periods
ended September 30, 2001, respectively.
Real estate taxes on Indiana property are assessed on March 1
each year and are payable in two installments in the following
calendar year. Real estate tax expense for the current year
periods represents one-fourth (quarter) and three-fourths (nine
months) of the estimated real estate taxes payable during the
next calendar year. Estimates are based on actual tax payments
during the current year with allowances for anticipated rate
increases comparable with past experience.
Increases in trustee fees resulting from the addition of three
board members in 2000 and increases in legal, accounting and
other professional fees accounted for the increases of 7.3% and
4.0% in general and administrative expenses between the quarters
and nine-month periods ended September 30, 2001 and 2000,
respectively. Administrative salaries and related payroll taxes
and benefits increased by 2.7% and 2.9% for the quarter and nine
months ended September 30, 2001 from the prior year periods. In
the nine months of 2001, general and administrative expenses
consumed 4.4% of income from real estate operations, up from
4.2% in the first nine months of 2000.
Interest expense related to loans outstanding throughout the
third quarter and nine month periods of 2001 and 2000 declined
by $35,000 and $94,400, respectively. Approximately 70% of the
reductions resulted from lower interest rates on one variable
rate loan with an unpaid balance totaling $4.95 million at
September 30, 2001. Interest rates on the variable rate loan
averaged 6.27% and 8.44% during the third quarters, and 6.92%
and 8.79% during the first nine months of 2001 and 2000,
respectively. In December, 2000, the Trust borrowed $2.9
million on its bank line of credit and used the proceeds,
together with cash on hand, to repay the $3.4 million balance
on a mortgage loan that matured. In August, 2001 the Trust
obtained a new $5 million, ten-year, 7.04% first mortgage loan
to replace the loan that matured in December, 2000. Using the
proceeds of the new mortgage loan, the Trust repaid $2.9 million
of short-term debt and paid off the $1.08 million balance of a
mortgage loan on one of its commercial properties. The net
impact on interest expense related to loans that were obtained
and/or repaid during 2000 and 2001 amounted to reductions of
$10,400 and $45,100 for the quarter and nine months of 2001
compared with the same periods of 2000.
Financial Condition And Liquidity
As of October 1, 2001, the Trust declared a $.14 per share
cash distribution payable November 19, 2001 to shareholders of
record October 26, 2001. That distribution will require total
disbursements of $244,866. One of the five controlled
partnerships declared surplus cash distributions that, in the
aggregate, will result in the payment of $1,300 to minority
interest partners of record on October 26, 2001.
During the third quarter of 2001, the Trust embarked on a
restructuring program which, when completed, will convert the
Trust to an "UPREIT" format, under which properties owned by the
Trust will be transferred to Century Realty Properties, L.P., a
partnership in which the Trust is the sole general partner, with
a wholly-owned subsidiary, CRT Investments, Inc., as the sole
limited partner. Between August 1, 2001 and September 30, 2001
the Trust transferred title to seven rental properties,
including four apartment properties, one restaurant property and
two commercial properties to Century Realty Properties, L.P. On
October 1, 2001 three additional apartment properties were
transferred. The remaining rental properties destined for
Century Realty Properties, L.P. will be transferred upon
approval by the various mortgage lenders. In connection with
that restructuring, legal and other fees, including those
expected to be assessed by mortgage lenders, may amount to
$100,000, the majority of which will be incurred before the end
of 2001.
Other than the requirement for declared, but unpaid
distributions, and the cost to complete the restructuring,
management is not aware of any significant transactions or
events that would require material expenditures in the fourth
quarter of 2001.
Except for $100,000 of short-term debt, the Trust has no
obligations, nor has it made any commitments, which will require
expenditures in excess of funds anticipated to be provided by
operations during the remainder of 2001. The Trust expects to
repay the short-term debt with funds on hand or funds provided
by future operations.
No transactions or events have occurred to indicate that funds
provided by operations during the fourth quarter of 2001 will
differ disproportionately from the third quarter. At September
30, 2001, the Trust, its subsidiaries and controlled
partnerships held, in the aggregate, approximately $1,502,000 in
unrestricted cash which management believes is sufficient to
meet anticipated working capital requirements.
Inflation
Management believes that the direct effects of inflation on the
Trust's quarterly operations have been insignificant during 2001
and 2000.
Part II - Other Information
Item 6(b). No events occurred during the three months
ended September 30, 2001, which would have necessitated the
filing of a report on Form 8K.
Management Representations
The information furnished in this report, while not
audited, includes all adjustments, in the opinion of management,
necessary for a fair representation of the financial position of
Century Realty Trust at September 30, 2001, and December 31,
2000, and the results of its operations and its cash flow for
the three months and nine months ended September 30, 2001, and
September 30, 2000, in accordance with accounting principles
generally accepted in the United States consistently applied.
The interim results reported are not necessarily indicative of
expected results for the full year, and should be considered in
conjunction with the audited financial statements contained in
the Trust's 2000 annual report.
Signatures
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned thereunto duly
authorized.
CENTURY REALTY TRUST
Date__11/12/01__ By___S/____________________
John I. Bradshaw, Jr.
President and Treasurer
Date__11/12/01__ By___S/____________________
David F. White
Controller