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, 1999 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 1,547,314 shares
Century Realty Trust and Subsidiaries
Consolidated Balance Sheets
March December
31, 1999 31, 1998
___________ ___________
Assets
Real estate investments:
Land $3,776,383 $3,776,383
Buildings 51,736,198 51,642,208
Equipment 1,309,823 1,273,636
Allowances for depreciation (10,582,497) (10,166,811)
___________ ___________
46,239,907 46,525,416
Net investment in direct financing leases 284,605 348,409
___________ ___________
46,524,512 46,873,825
Cash and cash equivalents 721,820 744,901
Restricted Cash 1,344,087 1,052,003
Accounts and accrued income receivable 879,373 474,079
Unamortized management contracts 563,637 579,895
Unamortized mortgage costs 528,464 539,979
Undeveloped land 99,675 99,675
Other assets 106,613 125,048
___________ ___________
$50,768,181 $50,489,405
___________ ___________
___________ ___________
Liabilities and shareholders' equity
Liabilities:
Short-term debt $100,000 $100,000
Mortgage notes payable 35,528,649 35,667,408
Accounts payable and accrued liabilities 507,777 425,068
Interest 263,540 264,779
State income and property taxes 1,900,604 1,454,464
Tenants' security deposits and unearned rent 497,210 527,642
___________ ___________
38,797,780 38,439,361
Minority interest in operating partnerships 3,529,316 3,520,925
Shareholders' equity:
Shares of Beneficial Interest, no par
value - authorized 5,000,000 shares,
issued 1,553,528 shares, including
6,214 shares in treasury 6,758,619 6,758,619
Undistributed income other than from
gain on the sale of real estate 408,906 496,940
Undistributed net realized gain from the
sale of real estate 1,316,078 1,316,078
Cost of treasury shares (42,518) (42,518)
___________ ___________
8,441,085 8,529,119
___________ ___________
$50,768,181 $50,489,405
___________ ___________
___________ ___________
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Income
Three Months
Ended March 31
1999 1998
__________ __________
Income:
Real estate operations:
Rental Income $3,212,316 $3,070,775
Income from direct financing leases 9,333 12,492
Other income 66,213 75,545
__________ __________
3,287,862 3,158,812
Less:
Real estate operating expenses 1,261,389 1,156,399
Provision for depreciation 457,432 455,973
Real estate taxes 367,534 358,935
__________ __________
2,086,355 1,971,307
__________ __________
1,201,507 1,187,505
Interest 14,682 9,280
__________ __________
1,216,189 1,196,785
Expenses:
Interest 769,177 825,985
State income taxes 40,512 37,374
General and administrative 134,491 142,895
__________ __________
944,180 1,006,254
Income before minority interest
in operating partnerships 272,009 190,531
Minority interest in operating
partnerships 50,581 7,708
__________ __________
Net income $221,428 $182,823
__________ __________
__________ __________
Per share data:
Basic earnings per share $0.14 $0.12
Diluted earnings per share $0.14 $0.12
See accompanying notes.
Century Realty Trust and Subsidiaries
Consolidated Statements of Cash Flows
Three Months
Ended March 31
1999 1998
__________ __________
Operating Activities
Net income $221,428 $182,823
Adjustments to reconcile net
income to cash provided by
operating activities:
Depreciation and amortization 469,696 486,957
Minority interest 50,581 7,708
Changes in operating assets
and liabilities:
Restricted cash (292,084) (309,586)
Accounts and accrued income receivable (385,464) (208,360)
Other assets (7,801) (50,195)
Accounts payable and accrued liabilities 505,584 426,845
Tenants' security deposits and
unearned rent (30,432) 24,481
__________ __________
Net cash provided by operations 531,508 560,673
Investing Activities:
Purchase of property and improvements (76,111) (57,816)
Lease principal payments received 9,738 15,098
__________ __________
Net cash used in investing activities (66,373) (42,718)
Financing Activities:
Principal payments on mortgage notes payable (138,759) (125,939)
Dividends paid to shareholders (307,267) (293,990)
Distributions to minority interest (42,190) -
__________ __________
Net cash used in financing activities (488,216) (419,929)
__________ __________
Net increase in cash and cash equivalents (23,081) 98,026
Balance at beginning of period 744,901 782,631
__________ __________
Balance at end of period $721,820 $880,657
__________ __________
__________ __________
See accompanying notes.
NOTES TO FINANCIAL STATEMENTS
CENTURY REALTY TRUST
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. 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, 1998.
NOTE 2 - MORTGAGE NOTES PAYABLE
Ten of the fifteen properties owned by the Trust are
encumbered by mortgage loans that are payable in monthly
installments totaling approximately $216,000, including interest
at fixed rates ranging from 6.97% to 9.5% per annum, and which
mature from December 1, 2000 to August 1, 2008. Scheduled
payments during the three months ended March 31, 1999 decreased
mortgage loan balances, in the aggregate, by $113,509.
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 ended March 31, 1999 decreased
mortgage loan balances, in the aggregate, by $25,250.
Mortgage loans on each of the two phases of the Creek Bay at
Meridian Woods apartments, a 208-unit property in Indianapolis,
matured in 1998 with balances due at maturity totaling $5.4
million. The balances due at maturity were repaid in July, 1998
with proceeds of a new, 10-year first mortgage loan in the amount
of $6.75 million. The excess proceeds from the new mortgage loan,
$1.35 million, were used to reduce short-term bank borrowings.
Monthly principal and interest payments on the new mortgage loan
are approximately equal to the combined payments on the two
mortgage loans it replaced.
NOTE 3 - 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 March 31, 1999 and 1998, 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 over which the
Trust has exclusive control. A detailed listing of the
investment real estate is contained on Page 4 of the Trust's
1998 annual report. At March 31, 1999 and 1998 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 1999,
and that operating income and expenses will increase
proportionately in second quarter of 1999.
RESULTS OF OPERATIONS
For the first quarter of 1999, the Trust reported a $129,000,
or 4.1%, increase in income from real estate operations over the
comparable 1998 period. Income from apartment operations
accounted for $117,500, or 91%, of the increase. Income from
apartment operations increased by 3.9% over the prior year
quarter on the strength of higher average rental rates, up 2.5%,
and improved economic occupancy rates. Economic occupancy for
the first quarter of 1999 was 94%, up from 92.7% in the prior
year quarter.
Rental properties other than apartments that accounted for 6%
percent of total income from rental operations in the first
quarter of 1999, accounted for $11,500 of the increase compared
to the prior year quarter due to higher rental rates and
increased occupancy. Occupancy rates averaged 97% during the
first quarter of 1999, up from 94% during the comparable quarter
of 1998.
Operating expenses, excluding interest and depreciation, for
the all apartment properties consumed 48.4% of gross possible
income for the first quarter of 1999, up from 45.8% for the
prior year period, and amounted to an increase of $124,900, or
8.5%, in total operating expenses. A comparatively severe
winter season following an unusually mild winter a year ago
resulted in significantly higher utility costs and
winter-related repair expenses during the 1999 quarter. Heavy
snow, state-wide, in early January, 1999, resulted in an
increase of approximately $30,000 snow and ice removal costs
over the prior year quarter.
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.
A decrease of $11,400 in fees for audit services related the
Trust-controlled operating partnerships accounted for the
decrease in general and administrative expenses between the
quarters ended March 31, 1999 and 1998. Other than the decrease
in partnership-related expenses, general and administrative
expenses increased 2.8% from the first quarter of 1998.
Administrative salaries and related payroll taxes and benefits,
increased by $400, less than 1%, over the prior year quarter.
In the first quarter of 1999, general and administrative
expenses consumed 4.1% of income from real estate operations,
down from 4.5% in the first quarter of 1998.
Interest expense related to loans outstanding throughout the
first quarters of 1999 and 1998 declined by $12,300 due the
scheduled reduction of loan balances. Interest expense was
further reduced by $39,500 resulting from the repayment at
maturity of $5.4 million of 9 1/4% mortgage loan balances and
$1.35 million of 8% short-term bank borrowings in July, 1998
with the proceeds of a new ten-year 6.97% mortgage loan. An
additional $5,000 reduction in interest expense for the quarter
resulted from the repayment of $250,000 of short-term bank
borrowings in October, 1998.
FINANCIAL CONDITION AND LIQUIDITY
On April 1, 1999, the Trust declared a $.20 per share cash
distribution payable May 17, 1999 to shareholders of record
April 23, 1999. Four of the five controlled partnerships
declared surplus cash distributions aggregating $47,700 payable
May 26, 1999 to partners of record March 31, 1999.
The Trust may be liable for a penalty related to its dividend
information returns for 1996. The Internal Revenue Service, on
November 30, 1998, assessed a penalty of $151,400 against the
Trust, claiming that a programming error which misplaced the
decimal point in one summary record was not timely corrected.
The Trust is currently pursuing its administrative appeal rights
with the IRS and intends to vigorously oppose the penalty
assessment. As a result of the uncertainty concerning the
outcome of the penalty issue, no liability has been recorded at
March 31, 1999.
Other than the requirement for declared, but unpaid
distributions and the contingency described, management is not
aware of any significant transactions or events which would
require material expenditures in 1999.
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 1999. No transactions or
events have occurred to indicate that funds provided by
operations during the balance of 1999 will differ
disproportionately from the first quarter of the year. At March
31,1999, the Trust held approximately $722,000 in 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 1997
and 1998.
YEAR 2000 Readiness
The Trust completed an assessment of its Year 2000 exposure in
1998 and concluded that it has no significant exposure in its
information and non-information systems. Computerized
information systems used in accounting and word processing are
all based on personal computers, either as stand-alone units or
in hard-wired networks. The Trust has no computer systems that
interface with another entity. None of the Trust's computer
information systems is considered critical to the conduct of its
business. None of the Trust's investment properties has
centralized or automated utility, communications or security
systems. None of its properties has elevator or escalator
equipment. Security lighting is regulated by photo electric
cells and heating systems are regulated by heat-sensitive
thermostats.
The principal independent property management firm that manages
most of the Trust's investment properties completed its software
assessment in 1998 and concluded that all software in use is
Year 2000 compliant. That firm has recently moved to new
offices, and is currently reconfiguring its computer network.
It is planning to upgrade some hardware and have all of its
equipment certified to be Year 2000 compliant by a qualified
independent consultant.
Substantially all hardware used in the Trust's operations has
been purchased new within the last five years. All accounting
and information processing software in use is well-known,
commercially available, and purchased within the last five
years. The Trust uses custom-written software for its investors
records, distribution payments, and tax reporting. All custom
software in use was developed within the last three years and
certified by the developer to be Year 2000 compliant.
Due to the use of relatively modern equipment, relatively
simple and readily available software, and the absence of
critical systems, the cost and organizational involvement
required to assess the Trust's state of readiness for the Year
2000 has been immaterial. No remediation requirements have been
identified to date and none are expected.
Apartment properties comprise the majority of the Trust's
invested assets and account for most of its revenue. The
Trust's profitability in the short run and its survival in the
long run, depends upon the ability and willingness of the
residents of its apartments to pay rent when due. The most
likely worst case scenario related to the Year 2000 for the
Trust is that the residents of its apartments may be unwilling
or unable to pay rent. Disruption in electric, heat and/or
water service could prompt some residents to temporarily
withhold part or all rent due the Trust. Lost wages or payroll
delays due to Year 2000 problems encountered by residents'
employers or others upon whom those employers depend could
jeopardize the ability of some residents to pay rent.
In the event that unforeseen Year 2000 problems arise in the
accounting systems used by the Trust and/or its independent
management firms, essential functions will be done manually.
Non-essential functions will be curtailed until corrective
measures are implemented. Contingency plans with respect to the
"most likely worst case scenario" have not been finalized. The
objective of such contingency planning is to enable the Trust,
in spite of a substantial temporary decrease in revenue, to meet
its debt service and payroll obligations in January, 2000 and
beyond, if necessary.
PART II
Item 6(b). No events occurred during the three months
ended March 31, 1999, 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, 1999, and December 31, 1998,
and the results of its operations and its cash flow for the
three months ended March 31, 1999, and March 31, 1998, in
accordance with generally accepted accounting principles
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 1998 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