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 June 30, 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 1,759,785 shares
Part 1. Financial Information
Century Realty Trust and Subsidiaries
Consolidated Balance Sheets
June December
30, 2002 31, 2001
___________ ___________
Unaudited See Note 1
Assets
Real estate investments:
Land $3,776,383 $3,776,383
Buildings 53,066,920 52,792,086
Equipment 1,405,942 1,357,386
Allowances for depreciation (15,510,871) (14,623,791)
___________ ___________
42,738,374 43,302,064
Net investment in direct financing leases 170,322 191,947
___________ ___________
42,908,696 43,494,011
Cash and cash equivalents 1,631,369 1,316,299
Restricted cash 1,423,573 1,412,694
Accounts and accrued income receivable 217,137 209,914
Unamortized management contracts 352,273 384,791
Unamortized mortgage costs 510,966 487,082
Undeveloped land 99,675 99,675
Other assets 101,538 151,486
___________ ___________
$47,245,227 $47,555,952
___________ ___________
___________ ___________
Liabilities and shareholders' equity
Liabilities:
Short-term debt - $92,406
Mortgage notes payable $34,073,769 34,389,954
Accounts payable and accrued liabilities 255,545 244,088
Interest 204,146 214,811
State income and property taxes 1,450,273 1,422,088
Tenants' security deposits and unearned rent 619,114 571,123
___________ ___________
36,602,847 36,934,470
Minority interest in operating partnerships 723,499 802,403
Shareholders' equity:
Shares of Beneficial Interest, no par
value - authorized 5,000,000 shares,
issued 1,774,186 shares (1,768,249 shares
at December 31, 2001), including 19,207
shares in treasury 9,395,453 9,327,102
Overdistributed income other
than from gain on the sale of real estate (594,258) (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)
___________ ___________
9,918,881 9,819,079
___________ ___________
$47,245,227 $47,555,952
___________ ___________
___________ ___________
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Income
Three Months Six Months
Ended June 30 Ended June 30
__________ ___________ ___________ ___________
2002 2001 2002 2001
__________ ___________ ___________ ___________
Income:
Real estate operations:
Rental Income $3,152,674 $3,177,590 $6,314,068 $6,359,134
Income from direct
financing leases 5,711 7,086 11,423 14,172
Other income 74,169 67,732 145,727 139,623
__________ ___________ ___________ ___________
3,232,554 3,252,408 6,471,218 6,512,929
Less:
Operating expenses 1,375,283 1,437,430 2,723,901 2,837,800
Depreciation 462,073 476,201 924,127 908,728
Real estate taxes 326,694 316,684 688,545 675,076
__________ ___________ ___________ ___________
2,164,050 2,230,315 4,336,573 4,421,604
__________ __________ __________ __________
1,068,504 1,022,093 2,134,645 2,091,325
Interest 6,292 11,449 11,716 26,102
__________ ___________ ___________ ___________
1,074,796 1,033,542 2,146,361 2,117,427
Expenses:
interest 631,923 669,951 1,282,027 1,384,308
State income taxes 5,112 30,453 9,668 61,106
General and administrative 154,862 146,831 334,914 297,202
__________ ___________ ___________ ___________
791,897 847,235 1,626,609 1,742,616
___________ ___________ ___________ ___________
Income before minority
interest in operating
partnerships 282,899 186,307 519,752 374,811
Minority interest in
operating partnerships 5,630 24,139 2,537 39,673
__________ ___________ ___________ ___________
Net income $288,529 $210,446 $522,289 $414,484
__________ __________ __________ __________
__________ __________ __________ __________
Per share data:
Basic earnings $0.16 $0.12 $0.30 $0.24
Diluted earnings $0.16 $0.12 $0.30 $0.24
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Cash Flows
Six Months
Ended June 30
2001 2000
__________ __________
Operating Activities
Net income $522,289 $414,484
Adjustments to reconcile net
income to cash provided by
operating activities:
Depreciation and amortization 950,533 931,702
Minority interest (2,537) (39,673)
Changes in operating assets
and liabilities:
Restricted cash (10,879) 11,138
Accounts and accrued income receivable (6,923) (104,325)
Other assets (4,872) (857)
Accounts payable and accrued liabilities 26,938 (52,775)
Tenants' security deposits and
unearned income 47,991 115,115
__________ __________
Net cash provided by operating activities 1,522,540 1,274,809
Investing Activities:
Purchase of property and improvements (323,389) (182,294)
Lease principal payments received 21,625 18,876
__________ __________
Net cash used in investing activities (301,764) (163,418)
Financing Activities:
Repayment of short-term debt (92,406) -
Principal payments on mortgage notes payable (316,186) (258,155)
Sale of treasury shares - 5,125
Purchase of shares for treasury - (33,361)
Dividends paid to shareholders (489,099) (688,421)
Distributions to holders of minority interest (8,015) (16,487)
__________ __________
Net cash used in financing activities (905,706) (991,299)
__________ __________
Net increase in cash and cash equivalents 315,070 120,092
Balance at beginning of period 1,316,299 781,215
__________ __________
Balance at end of period $1,631,369 $901,307
__________ __________
__________ __________
Supplemental Data:
Selected noncash activities related to
investing and financing activities were
as follows:
Issued 5,937 shares in 2002 and 13,896
shares in 2001 in exchange for like
numbers of operating partnership units
of controlled partnerships $68,351 $166,947
__________ __________
__________ __________
See accompanying notes.
Notes To Consolidated Financial Statements
Century Realty Trust and Subsidiaries
June 30, 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 and six months
ended June 30, 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, 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, 2001 the Trust owned, in the aggregate 217,693, or
75.1%, of the 289,880 outstanding partnership units.
During the six months ended June 30, 2002, the Trust issued
5,937 shares of beneficial interest in exchange for partnership
units. As of July 1, 2002, holders of 4,806 units elected to
exchange units for shares. Including the exchanges exercised
July 1, 2002, the Trust owns 228,436, or 78.8%, 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 $179,500, including interest
at rates ranging from 3.8% to 9% per annum, and which mature
from October 3, 2004 to February 1, 2012. Scheduled payments
during the three and six month periods ended June 30, 2002
decreased mortgage loan balances, in the aggregate, by $147,068
and $260,464, respectively.
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 $70,000. The loans have interest rates ranging
from 6.625% to 8.125%, and mature from June 1, 2006 to July 31,
2037. The total monthly installments, range of interest rates,
and maturity dates represent new terms following modification in
July, 2002 of three of the five mortgage loans. Scheduled
payments during the three months and six months ended June 30,
2002 decreased mortgage loan balances, in the aggregate, by
$25,766 and $55,721, respectively.
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.
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 June 30, 2002 and 2001, and throughout the quarters and six
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 a majority financial interest and over which
the Trust has exclusive control. A detailed listing of the
investment real estate is contained on Page 2 of the Trust's
2001 annual report. At June 30, 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 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 third quarter of 2002,
and that operating income and expenses in the third quarter of
2002 will approximate the comparable amounts reported for 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
during the three months and six months ended June 30, 2002
amounted to $67,700 and $113,500, respectively. For the same
periods of 2001, carpet replacement costs amounted to $82,600
and $156,200, 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 quarter and six months ended June 30, 2002, the Trust
reported decreases of .6% in gross income from real estate
operations from the comparable 2001 periods. Gross income from
apartment operations accounted for 77% and 121% of the decreases
for the quarter and six month periods. Income from apartment
operations decreased by .5% and .8% over the prior year quarter
and six month periods due to lower occupancy rates that more
than offset 1.1% higher average rental rates. Economic
occupancy for the second quarter of 2002 was 89.9%, down from
91.3% in the prior year quarter; and, for the six months ended
June 30, 2001, was 89.8%, down from 91.5% during the comparable
period of 2001.
Gross revenue from rental properties other than apartments
accounted for 5.6% of total income from rental operations in the
first half of 2002. Non-apartment revenue increased by $9,000,
compared to the prior year half, due entirely to a $20,900
increase in 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 90% and 94% during the
first half of 2002 and 2001, respectively.
Operating expenses, excluding interest and depreciation, for
the apartment properties consumed 49.6% of gross possible income
for the second quarter of 2002, down from 51.7% for the prior
year period, and amounted to a decrease of $47,000, or 2.7%.
For the six months ended June 30, 2002 and 2001, apartment
operating expenses were 49.3% and 51.1%, respectively, of gross
possible income, down $89,100, or 2.6%, from the comparable
period of 2001. With an ample supply of rent-ready vacant units
and sluggish rental activity, decorating costs and carpet
replacement costs in the second quarter of 2002 decreased by
$30,300, or 19.3% from the second quarter a year ago. For the
six months ended June 30, 2002 decorating costs and carpet
replacement costs decreased by $52,700, or 18.3% from the
comparable period of 2001. Due to cost control efforts and a
comparatively mild 2001-2002 winter season following a severe
winter a year ago, costs for maintenance, repairs and building
services declined for the three months and six months ended June
30, 2002, compared with the prior year periods, by $38,000
(12.1%) and $55,900 (10.4%), 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 one-half (six
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. Real estate tax
expense in the first half of 2002 increased by 2% over the first
half of 2001.
Interest expense related to loans outstanding throughout the
second quarter and six month periods of 2002 and 2001 declined
by $58,000 and $122,000, respectively. Approximately $47,000
and $100,000 of the reductions resulted from lower interest
rates on three variable rate loans with unpaid balances totaling
$6.24 million at June 30, 2002. Interest rates on the variable
rate loans averaged 4.04% and 6.74% during the second quarters
and first six months of 2002 and 2001, respectively. 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 second
quarter and first half of 2002 related to the new loan, exceeded
by $19,000 and $20,000, respectively, the interest expense for
the comparable periods of 2001 related to loans then outstanding
that were later repaid.
During the second half of 2001 the Trust transferred title to
substantially all of its rental properties to Century Realty
Properties, L.P., a limited partnership in which the Trust is
the sole limited partner, and a wholly-owned subsidiary, CRT
Investments, Inc., is the sole general partner. The accounts of
both new entities are included in the consolidated financial
statements of the Trust. Following the structural change, the
Trust's income subject to Indiana income tax is its profit from
the partnership operations. During the first half of 2001, the
Trust was subject to a state tax on gross rental receipts and
other income derived from all of its properties in Indiana
Legal fees and other expenses related to the formation of
Century Realty Properties, L.P. and CRT Investments during the
second half of 2001 and the transfer of properties to those
entities accounted for most of the increases of 5.5% and 12.7%
in general and administrative expenses between the quarters and
six-month periods ended June 30, 2002 and 2001, respectively.
Administrative salaries and related payroll taxes and benefits
increased by 13% and 12.9% for the quarter and six months ended
June 30, 2002 from the prior year periods. In the first half of
2002, general and administrative expenses consumed 5.2% of
income from real estate operations, up from 4.6% in the first
half of 2001.
Financial Conditions And Liquidity
On July 2, 2002, the Trust declared a $.14 per share cash
distribution payable August 19, 2002 to shareholders of record
July 26, 2002. That distribution will require total
disbursements of $246,400. Three of the five controlled partnerships
declared surplus cash distributions that, in the aggregate, will result
in the payment of $4,500 to minority interest partners of record
on July 26, 2002.
Other than the requirement for declared, but unpaid
distributions, management is not aware of any significant
transactions or events that would require material expenditures
in the second half 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 second half of 2002 will
differ disproportionately from the first half of the year. At
June 30, 2002, the Trust, its subsidiaries and controlled
partnerships held, in the aggregate, approximately $1,631,000
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 2002
and 2001.
PART II
Item 6(b). No events occurred during the three months
ended June 30, 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 June 30, 2002, and December 31, 2001,
and the results of its operations and its cash flow for the
three months and six months ended June 30, 2002, and June 30,
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_____________ By___________________________
John I. Bradshaw, Jr.
President and Treasurer
Date_____________ By___________________________
David F. White
Controller