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 March 31, 2002 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 1,751,711
shares
Part 1. Financial Information
Century Realty Trust and Subsidiaries
Consolidated Balance Sheets
March December
31, 2002 31, 2001
_____________ ____________
Unaudited See Note 1
Assets
Real estate investments:
Land $3,776,383 $3,776,383
Buildings 52,884,865 52,792,086
Equipment 1,376,375 1,357,386
Allowances for depreciation (15,067,320) (14,623,791)
_____________ ____________
42,970,303 43,302,064
Net investment in direct financing leases 181,134 191,947
_____________ ____________
43,151,437 43,494,011
Cash and cash equivalents 1,676,831 1,316,299
Restricted cash 1,586,280 1,412,694
Accounts and accrued income receivable 211,220 209,914
Unamortized management contracts 368,532 384,791
Unamortized mortgage costs 496,935 487,082
Undeveloped land 99,675 99,675
Other assets 108,549 151,486
_____________ ____________
$47,699,459 $47,555,952
_____________ ____________
_____________ ____________
Liabilities and shareholders' equity
Liabilities:
Short-term debt - $92,406
Mortgage notes payable $34,246,603 34,389,954
Accounts payable and accrued liabilities 223,689 244,088
Interest 208,889 214,811
State income and property taxes 1,804,176 1,422,088
Tenants' security deposits and unearned rent 605,120 571,123
_____________ ____________
37,088,477 36,934,470
Minority interest in operating partnerships 770,653 802,403
Shareholders' equity:
Shares of Beneficial Interest, no par
value - authorized 5,000,000 shares,
issued 1,770,918 shares (1,768,249 shares
at December 31, 2001), including 19,207
shares in treasury 9,358,857 9,327,102
Overdistributed income other
than from gain on the sale of real estate (636,214) (625,709)
Undistributed net realized gain from the
sale of real estate 1,316,078 1,316,078
Cost of treasury shares (198,392) (198,392)
_____________ ____________
9,840,329 9,819,079
_____________ ____________
$47,699,459 $47,555,952
_____________ ____________
_____________ ____________
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Income
Unaudited
Three Months
Ended March 31
2002 2001
____________ ____________
Income:
Real estate operations:
Rental Income $3,161,394 $3,181,544
Income from direct financing leases 5,712 7,086
Other income 71,558 71,891
____________ ____________
3,238,664 3,260,521
Less:
Real estate operating expenses 1,348,618 1,400,370
Depreciation 462,054 432,527
Real estate taxes 361,851 358,392
____________ ____________
2,172,523 2,191,289
____________ ____________
1,066,141 1,069,232
Interest income 5,424 14,653
____________ ____________
1,071,565 1,083,885
Expenses:
Interest 650,104 714,357
State income taxes 4,556 30,653
General and administrative 180,052 150,371
____________ ____________
834,712 895,381
Income before minority interest
in operating partnerships 236,853 188,504
Minority interest in operating
partnerships (3,093) 15,534
____________ ____________
Net income $233,760 $204,038
____________ ____________
____________ ____________
Earnings per share:
Basic earnings per share $0.13 $0.12
Diluted earnings per share $0.13 $0.12
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Cash Flows
Unaudited
Three Months
Ended March 31
2002 2001
___________ __________
Operating Activities
Net income $233,760 $204,038
Adjustments to reconcile net
income to cash provided by
operating activities:
Depreciation and amortization 475,252 444,014
Minority interest 3,093 (15,534)
Changes in operating assets
and liabilities:
Restricted cash (173,586) (133,863)
Accounts and accrued income receivable (1,306) (187,600)
Other assets 17,620 22,218
Accounts payable and accrued liabilities 355,767 340,731
Tenants' security deposits and
unearned rent 33,997 29,129
___________ __________
Net cash provided by operations 944,597 703,133
Investing Activities:
Purchase of property and improvements (111,768) (75,456)
Lease principal payments received 10,813 9,438
___________ __________
Net cash used in investing activities (100,955) (66,018)
Financing Activities:
Net short-term bank loan repayments (92,406) -
Principal payments on mortgage notes payable (143,351) (127,549)
Shares purchased for treasury - -
Treasury shares sold - 5,125
Dividends paid to shareholders (244,265) (360,315)
Distributions to minority interest (3,088) (11,985)
___________ __________
Net cash used in financing activities (483,110) (494,724)
___________ __________
Net increase in cash and cash equivalents 360,532 142,391
Balance at beginning of period 1,316,299 781,215
___________ __________
Balance at end of period $1,676,831 $923,606
___________ __________
___________ __________
Supplemental Data:
Selected noncash activities related to
investing and financing activities were
as follows:
Issued 2,669 shares in 2002 and 2,894
shares in 2001 in exchange for like
numbers of operating partnership units
of controlled partnerships $31,575 $33,319
___________ __________
___________ __________
See accompanying notes.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
CENTURY REALTY TRUST
March 31, 2002
Unaudited
Note 1 - Basis of Presentation
The accompanying unaudited consolidated financial statements
have been prepared in accordance with generally accepted
accounting principles 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 generally accepted accounting principles
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 ended March
31, 2002 are not necessarily indicative of the results that may
be expected for the year ended December 31, 2002.
The balance sheet at December 31, 2001 has been derived from
the audited financial statements at that date but does not
include all of the information and footnotes required by
accounting principles generally accepted in the United States
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, 2001.
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 of the 289,880
outstanding partnership units. Effective January 1, 2001, 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 may be
exercised effective on the first day of each calendar quarter.
At March 31, 2002 the Trust owned, in the aggregate 220,362, or
76%, of the 289,880 outstanding 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.
During the three months ended March 31, 2002, the Trust issued
2,669 shares of beneficial interest in exchange for partnership
units. As of April 1, 2002, holders of 2,567 units elected to
exchange units for shares. Including the exchanges exercised
April 1, 2002, the Trust owns 222,929, or 77.7%, of the 289,880
outstanding operating partnership units.
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 $179,500, including interest
at rates ranging from 3.80% to 9% per annum, and which mature
from October 3, 2004 to February 1, 2012. Scheduled payments
during the three months ended March 31, 2002 decreased mortgage
loan balances, in the aggregate, by $113,396.
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 $78,000. 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 ended March
31, 2002 decreased mortgage loan balances, in the aggregate, by
$29,955.
Note 4 - Short-Term Debt
At December 31, 2001, the Trust had borrowed $92,406 under its
$3,000,000 bank line of credit. The Trust repaid that balance
in the first quarter of 2002. The line of credit is renewed
annually in August.
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.
Item 2. 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 March 31, 2002 and 2001, and throughout the quarters 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 a majority financial interest and over which it has
exclusive control. A detailed listing of the investment real
estate is contained on Page 2 of the Trust's 2001 annual report.
At March 31, 2002 and 2001 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
Trusts' 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 second quarter of 2002.
In view of lower average apartment occupancy rates, rental
discounts offered at certain locations, and higher operating
expenses to retain and attract residents, management expects
that net operating income from apartment operations for the
first half of 2002 will be less than that reported for the first
half of 2001. Lower interest costs related to certain mortgage
loans, however, are expected to mitigate the impact of apartment
operations on net income through the second quarter of 2002.
Critical Accounting Policies
Amortization of Management Contracts. In November, 1997, the
Trust paid $650,350 for the general partner interest and
absolute management control over five partnerships, each of
which owns one apartment property as its principal asset. The
accounts of the partnerships are included in the consolidated
financial statements of the Trust. The Trust granted to the
limited partners in those partnerships options to exchange their
interests for shares of beneficial interest of the Trust. Those
options will expire in November 2007 at which time the Trust
will have the option to issue shares in exchange for any
outstanding limited partnership interests. The Trust elected in
1997 to amortize, on a straight line basis, its cost to acquire
its position over the ten-year option period that it granted to
the limited partners; consequently, depreciation expense each
year includes $65,035 ($16,260 each quarter) of acquisition cost
amortization.
Carpet Replacement Policy. From its inception in 1973, the
Trust has consistently followed the practice of charging the
cost to replace carpets in its apartment units to real estate
operating expense as incurred. The costs to replace carpets
amounted to $45,735 and $73,667 in the first quarters of 2002
and 2001, respectively. An acceptable alternative method of
accounting would be the capitalization of costs as incurred,
followed by charges for depreciation over the estimated useful
life of the carpet. Management believes that, due to the
relatively short useful life of apartment carpets, the annual
expense for replacements is not materially greater than would be
the annual charges for depreciation had the carpets been
capitalized when purchased.
RESULTS OF OPERATIONS
For the first quarter of 2002, the Trust reported a $21,900 or
...7%, decrease in gross income from real estate operations from
the comparable 2001 period. Gross income from apartment
operations decreased by $35,400, or 1.1%, from the prior year
quarter. Higher average rental rates in 2002, up .9%, were more
than offset by lower economic occupancy rates. Economic
occupancy for the first quarter of 2002 was 89.6%, down 2% from
the prior year quarter.
Rental properties other than apartments accounted for 5.8% of
total income from rental operations in the first quarter of
2002. Gross income from non-apartment properties increased
$13,500 from the prior year quarter due primarily to $12,500 in
rental revenue in 2002 from the Miami Subs restaurant property.
That property produced no revenue in the 2001 quarter. The
property is currently leased to a Miami Subs franchisee until
2004 under a net lease that commenced May 1, 2001. Occupancy
rates for commercial properties, exclusive of net-leased
restaurant properties, averaged 93% during the first quarters of
2002 and 2001.
Operating expenses, excluding interest and depreciation, for
all of the apartment properties amounted to 49.1% of gross
possible income for the first quarter of 2002, down from 50.5%
for the prior year period, and amounted to a decrease of
$42,100, or 2.4%, in total operating expenses. A comparatively
moderate winter season following a more severe winter a year ago
resulted in lower utility, payroll and winter-related repair
expenses during the 2002 quarter. Lower rates for heating fuel,
even with an increase in the number of vacant units, contributed
to a decrease of $9,400 in the cost of utilities. Maintenance
and repair expenses decreased by $18,100, or 15%, in the 2002
quarter due primarily to the milder winter season. Due to the
decrease in occupancy rates, advertising and other marketing
costs were up $10,200 from the first quarter a year ago. Lower
tenant turnover in the first quarter of 2002, resulted in
$22,500 less expense for carpeting, painting and decorating.
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 first quarter
represents one-fourth of the estimated real estate taxes payable
during the next calendar year. Estimates are based on actual
tax payments during the preceding year with allowances for
anticipated rate increases comparable with past experience.
Interest expense for the quarter ended March 31, 2002 was
$64,200 less than for the same quarter last year. Interest
expense applicable to loans outstanding during both periods
decreased by $68,200, while interest expense applicable to debt
in the first quarter of 2002 that replaced debt which existed in
the first quarter of 2001 increased by $4,000.
The $68,200 decrease in interest expense related to loans
outstanding during the first quarters of 2002 and 2001, consists
of $9,700 that resulted from the reduction of loan balances
through scheduled debt service payments, and $58,500 that
resulted from lower interest rates on three mortgage loans. The
three loans with lower interest rates in 2002 contain provisions
to reset rates, based on lender-determined benchmarks, at
intervals of one year or less .
With respect to a mortgage loan with an unpaid balance of $4.9
million at March 31, 2002, the effective interest rates were
4.53% and 8.27% for the three months ended March 31, 2002 and
2001, respectively. The interest rate on that loan was reset to
3.8% effective April 1, 2002. The next interest rate reset date
for that loan is October 1, 2002. The other two loans with
unpaid balances totaling $1.38 million at March 31, 2002 were
modified effective February 1, 2002. While balances were
unchanged, maturity dates were extended from June, 2003 to
February, 2012, and interest rates were reduced from 8.875% to
initial rates of 4.875%. Those loans, as modified, provide for
interest rates to be reset each year commencing February 1,
2003.
In August, 2001, the Trust obtained a new first mortgage loan
on one of its apartment properties, and used part of the
proceeds to repay a first mortgage loan on one of its commercial
properties and to repay a short-term bank loan. Interest
expense for the first quarter of 2002 related to the new loan,
exceeded by $4,000 the interest expense for the first quarter of
2001 related to loans then outstanding that were later repaid.
FINANCIAL CONDITION AND LIQUIDITY
On April 4, 2002, the Trust declared a $.14 per share cash
distribution payable May 20, 2002 to shareholders of record
April 26, 2002. With 1,753,951 shares outstanding, that
distribution will require $245,553. Two of the five controlled
partnerships declared surplus cash distributions aggregating $3,160
payable May 25, 2002 to minority interest partners of record April 26,
2002.
Other than the requirement of $248,713 for declared, but unpaid
distributions management is not aware of any significant
transactions or events which would require material expenditures
in the second quarter of 2002.
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 2002.
No transactions or events have occurred to indicate that funds
provided by operations during the balance of 2002 will differ
disproportionately from the first quarter of the year. At March
31, 2002, the Trust held cash and cash equivalents of
approximately $1,294,000 in its own accounts and $382,000 in
partnership accounts 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 2002
and 2001.
PART II
Item 6(b). No events occurred during the three months
ended March 31, 2002, 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 March 31, 2002, and December 31, 2001,
and the results of its operations and its cash flow for the
three months ended March 31, 2002, and March 31, 2001, 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 2001
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__5-13-2002__ By__/S_______________________
John I. Bradshaw, Jr.
President and Treasurer
Date__5-13-2002__ By__/S_______________________
David F. White
Controller