SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2001
-------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-8594
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PRESIDENTIAL REALTY CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 13-1954619
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
180 South Broadway, White Plains, New York 10605
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, indicating area code 914-948-1300
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Indicate by check mark whether the 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 for 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
------ ------
The number of shares outstanding of each of the issuer's classes of common stock
as of the close of business on November 6, 2001 was 478,840 shares of Class A
common and 3,241,891 shares of Class B common.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
Index to Form 10-Q
For the Nine Months Ended
September 30, 2001
Part I - Financial Information (Unaudited)
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
Assets September 30, December 31,
2001 2000
--------------- ---------------
Real estate (Note 2) $64,080,422 $63,537,365
Less: accumulated depreciation 11,151,276 9,818,165
--------------- ---------------
Net real estate 52,929,146 53,719,200
--------------- ---------------
Mortgage portfolio (Note 3):
Sold properties - net 16,082,253 15,345,903
Related parties - net 423,584 448,810
--------------- ---------------
Net mortgage portfolio (of which $476,788 in 2001
and $362,992 in 2000 are due within one year) 16,505,837 15,794,713
--------------- ---------------
Minority partners' interest (Note 4) 7,662,066 7,838,643
Prepaid expenses and deposits in escrow 2,085,676 1,691,013
Other receivables (net of valuation allowance of
$154,872 in 2001 and $181,838 in 2000) 771,149 732,655
Cash and cash equivalents 2,448,166 2,159,661
Other assets 1,998,006 2,002,155
--------------- ---------------
Total Assets $84,400,046 $83,938,040
=============== ===============
Liabilities and Stockholders' Equity
Liabilities:
Mortgage debt (of which $658,607 in 2001 and
$624,439 in 2000 are due within one year) $59,382,804 $59,846,143
Executive pension plan liability 1,595,739 1,530,148
Accrued liabilities 2,218,544 1,868,547
Accrued postretirement costs 511,599 518,334
Accounts payable 290,417 419,290
Other liabilities 1,078,925 1,039,281
--------------- ---------------
Total Liabilities 65,078,028 65,221,743
--------------- ---------------
Stockholders' Equity:
Common stock; par value $.10 per share
Class A, authorized 700,000 shares, issued 478,940 shares
and 100 shares held in treasury 47,894 47,894
Class B September 30, 2001 December 31, 2000 324,376 323,015
----------- ------------------- -------------------
Authorized: 10,000,000 10,000,000
Issued: 3,243,758 3,230,148
Treasury: 1,897 1,850
Additional paid-in capital 2,758,162 2,677,126
Retained earnings 16,577,852 16,055,448
Accumulated other comprehensive income (Note 6) 2,642 1,402
Treasury stock (at cost) (21,408) (21,088)
Notes receivable for exercise of stock options (367,500) (367,500)
--------------- ---------------
Total Stockholders' Equity 19,322,018 18,716,297
--------------- ---------------
Total Liabilities and Stockholders' Equity $84,400,046 $83,938,040
=============== ===============
See notes to consolidated financial statements.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
NINE MONTHS ENDED
SEPTEMBER 30,
----------------------------------
2001 2000
--------------- ---------------
Income:
Rental $11,900,490 $10,619,587
Interest on mortgages - sold properties 2,408,673 2,255,466
Interest on mortgages - related parties 164,021 155,460
Investment income 104,359 202,697
Other 22,899 33,707
--------------- ---------------
Total 14,600,442 13,266,917
--------------- ---------------
Costs and Expenses:
General and administrative 2,341,534 2,037,887
Depreciation on non-rental property 20,283 17,615
Rental property:
Operating expenses 4,651,172 4,631,845
Interest on mortgage debt 3,445,129 3,098,629
Real estate taxes 986,428 885,539
Depreciation on real estate 1,333,336 1,143,703
Amortization of mortgage costs 78,015 65,037
Minority interest share of partnership income 552,567 447,737
--------------- ---------------
Total 13,408,464 12,327,992
--------------- ---------------
Income before net gain (loss) from sales of properties, notes and securities 1,191,978 938,925
Net gain (loss) from sales of properties, notes and securities 1,113,303 (91,250)
--------------- ---------------
Net Income $2,305,281 $847,675
=============== ===============
Earnings per Common Share (basic and diluted) (Note 1-C):
Income before net gain (loss) from sales of properties, notes and securities $0.32 $0.25
Net gain (loss) from sales of properties, notes and securities 0.30 (0.02)
--------------- ---------------
Net Income per Common Share $0.62 $0.23
=============== ===============
Cash Distributions Declared per Common Share (Note 7) $0.48 $0.64
=============== ===============
Weighted Average Number of Shares Outstanding 3,714,157 3,696,605
=============== ===============
See notes to consolidated financial statements.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
THREE MONTHS ENDED
SEPTEMBER 30,
----------------------------------
2001 2000
--------------- ---------------
Income:
Rental $3,911,457 $3,876,116
Interest on mortgages - sold properties 725,657 765,820
Interest on mortgages - related parties 66,439 65,539
Investment income 31,485 38,630
Other 4,183 9,006
--------------- ---------------
Total 4,739,221 4,755,111
--------------- ---------------
Costs and Expenses:
General and administrative 759,573 658,020
Depreciation on non-rental property 8,910 6,155
Rental property:
Operating expenses 1,468,200 1,799,426
Interest on mortgage debt 1,153,331 1,166,542
Real estate taxes 333,719 317,233
Depreciation on real estate 448,649 439,574
Amortization of mortgage costs 22,985 21,711
Minority interest share of partnership income 166,644 126,970
--------------- ---------------
Total 4,362,011 4,535,631
--------------- ---------------
Income before net gain from sales of properties, notes and securities 377,210 219,480
Net gain from sales of properties, notes and securities 134,705 22,070
--------------- ---------------
Net Income $511,915 $241,550
=============== ===============
Earnings per Common Share (basic and diluted) (Note 1-C):
Income before net gain from sales of properties, notes and securities $0.10 $0.06
Net gain from sales of properties, notes and securities 0.04 0.01
--------------- ---------------
Net Income per Common Share $0.14 $0.07
=============== ===============
Cash Distributions Declared per Common Share (Note 7) $0.16 $0.32
=============== ===============
Weighted Average Number of Shares Outstanding 3,718,129 3,700,994
=============== ===============
See notes to consolidated financial statements.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
NINE MONTHS ENDED SEPTEMBER 30,
----------------------------------------
2001 2000
---------------- ---------------
Cash Flows from Operating Activities:
Cash received from rental properties $11,822,003 $10,664,890
Interest received 2,317,449 2,342,276
Miscellaneous income 21,027 31,836
Interest paid on rental property mortgage debt (3,456,806) (3,016,951)
Cash disbursed for rental property operations (5,831,807) (5,811,081)
Cash disbursed for general and administrative costs (2,202,445) (1,518,723)
---------------- ---------------
Net cash provided by operating activities 2,669,421 2,692,247
---------------- ---------------
Cash Flows from Investing Activities:
Payments received on notes receivable 1,845,174 253,301
Payments disbursed for investments in notes receivable (1,100,000)
Payments of taxes payable on gain from sale of notes (220,500)
Payments disbursed for additions and improvements (411,211) (504,290)
Purchase of property (27,275,886)
Proceeds from sales of securities 2,331,119
Other (50,319) 69,979
---------------- ---------------
Net cash provided by (used in) investing activities 283,644 (25,346,277)
---------------- ---------------
Cash Flows from Financing Activities:
Principal payments on mortgage debt (463,339) (1,286,989)
Mortgage proceeds 21,900,000
Mortgage costs paid (350,094)
Cash distributions on common stock (1,782,877) (2,367,120)
Proceeds from dividend reinvestment and share purchase plan 65,463 64,295
Distributions to minority partners (483,807) (407,933)
---------------- ---------------
Net cash (used in) provided by financing activities (2,664,560) 17,552,159
---------------- ---------------
Net Increase (Decrease) in Cash and Cash Equivalents 288,505 (5,101,871)
Cash and Cash Equivalents, Beginning of Period 2,159,661 7,014,542
---------------- ---------------
Cash and Cash Equivalents, End of Period $2,448,166 $1,912,671
================ ===============
See notes to consolidated financial statements.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
NINE MONTHS ENDED SEPTEMBER 30,
----------------------------------------
2001 2000
---------------- ----------------
Reconciliation of Net Income to Net Cash
Provided by Operating Activities
Net Income $2,305,281 $847,675
---------------- ----------------
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization 1,431,634 1,226,355
Losses (gains) from sales of properties, notes and securities (1,113,303) 91,250
Issuance of stock for fees and expenses 12,701 13,669
Amortization of discounts on notes and fees (414,273) (299,927)
Minority interest share of partnership income 552,567 447,737
Changes in assets and liabilities:
Decrease (increase) in accounts receivable 32,784 (135,360)
Increase in accounts payable and accrued liabilities 279,980 460,353
Increase (decrease) in deferred income (7,481) 99,439
Increase in prepaid expenses, deposits in escrow
and deferred charges (390,645) (661,268)
Increase (decrease) in security deposit liabilities (19,989) 11,608
Distribution payable on common stock 592,588
Other 165 (1,872)
---------------- ----------------
Total adjustments 364,140 1,844,572
---------------- ----------------
Net cash provided by operating activities $2,669,421 $2,692,247
================ ================
See notes to consolidated financial statements.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. General - Presidential Realty Corporation ("Presidential" or the "Company"),
a Real Estate Investment Trust ("REIT"), is engaged principally in the ownership
of income producing real estate and in the holding of notes and mortgages
secured by real estate. Presidential operates in a single business segment,
investments in real estate related assets.
B. Principles of Consolidation - The consolidated financial statements include
the accounts of Presidential Realty Corporation and its wholly owned
subsidiaries. Additionally, the consolidated financial statements include 100%
of the account balances of UTB Associates and PDL, Inc. and Associates Limited
Co-Partnership ("Home Mortgage Partnership"), partnerships in which Presidential
or PDL, Inc., a wholly owned subsidiary of Presidential, is the General Partner.
All significant intercompany balances and transactions have been eliminated.
C. Net Income Per Share - Basic net income per share data is computed by
dividing the net income by the weighted average number of shares of Class A and
Class B common stock outstanding during each period. Basic net income per share
and diluted income per share are the same for the nine months ended September
30, 2001 and 2000. The dilutive effect of stock options is calculated using the
treasury stock method.
D. Basis of Presentation - The accompanying unaudited consolidated financial
statements have been prepared in accordance with accounting principles generally
accepted in the United States of America for interim financial information. The
results for such interim periods are not necessarily indicative of the results
to be expected for the year. In the opinion of management, all adjustments
(consisting of only normal recurring accruals) considered necessary for a fair
presentation of the results for the respective periods have been reflected.
These consolidated financial statements and accompanying notes should be read in
conjunction with the Company's Form 10-K for the year ended December 31, 2000.
E. Management Estimates - In preparing the consolidated financial statements in
conformity with accounting principles generally accepted in the United States of
America, management is required to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities as of the date of the consolidated balance sheets and the
reported amounts of income and expense for the reporting period. Actual results
could differ from those estimates.
F. Derivative Instruments - The Company adopted Statement of Financial
Accounting Standards ("SFAS") No. 133, "Accounting for Derivative Instruments
and Hedging Activities", on January 1, 2001. Company management has
determined that the Company has no derivative financial instruments; therefore,
implementation of this standard had no impact on the Company.
G. Recent Accounting Pronouncements - In July, 2001, the Financial Accounting
Standards Board ("FASB") issued SFAS No. 141, "Business Combinations" and SFAS
No. 142, "Goodwill and Other Intangible Assets". These statements establish new
standards for accounting and reporting for business combinations and for
goodwill and intangible assets resulting from business combinations. SFAS No.
141 applies to all business combinations initiated after June 30, 2001; the
Company is required to implement SFAS No. 142 on January 1,2002. Management
believes that implementation of these statements will not have a material
impact on the Company's financial statements.
In August of 2001, the FASB issued SFAS No. 143, "Accounting for Asset
Retirement Obligations" (effective January 1, 2003) and SFAS No. 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets" (effective
January 1, 2002). SFAS No. 143 requires the recording of the fair value of a
liability for an asset retirement obligation in the period in which it is
incurred. SFAS No. 144 supersedes existing accounting literature dealing with
impairment and disposal of long-lived assets, including discontinued operations.
It addresses financial accounting and reporting for the impairment of long-lived
assets and for long-lived assets to be disposed of, and expands current
reporting for discontinued operations to include disposals of a "component" of
an entity that has been disposed of or is classified as held for sale. The
Company is in the process of evaluating the financial statement impact of the
adoption of these two standards.
2. REAL ESTATE
Real estate is comprised of the following:
September 30, December 31,
2001 2000
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Land $ 9,599,970 $ 9,599,970
Buildings and leaseholds 54,100,108 53,595,647
Furniture and equipment 380,344 341,748
------------- ------------
Total real estate $64,080,422 $63,537,365
============= ============
For the nine months ended September 30, 2001, four of the properties owned by
the Company represented 26%, 17%, 12% and 10% of total rental income. Three
properties represented 29%, 14% and 13% of total rental income for the nine
months ended September 30, 2000.
3. MORTGAGE PORTFOLIO
The components of the net mortgage portfolio at September 30, 2001 and December
31, 2000 are as follows:
Sold Related
September 30, 2001 Properties Parties Total
- ------------------ ----------- ----------- -----------
Notes receivable $27,497,345 $1,396,820 $28,894,165
Less: Discounts 1,284,398 108,506 1,392,904
Deferred gains 10,130,694 864,730 10,995,424
----------- ----------- -----------
Net mortgage portfolio $16,082,253 $ 423,584 $16,505,837
=========== =========== ===========
December 31, 2000
- -----------------
Notes receivable $28,191,380 $1,447,959 $29,639,339
Less: Discounts 1,621,104 114,794 1,735,898
Deferred gains 11,224,373 884,355 12,108,728
----------- ---------- -----------
Net mortgage portfolio $15,345,903 $ 448,810 $15,794,713
=========== ========== ===========
In January, 2001, the Company received payment in full on its $1,175,500
Woodgate note receivable that had been secured by the Windsor at Arbors property
in Alexandria, Virginia. As a result, the Company recognized $255,281 of
unamortized discount and $684,991 of deferred gain.
During the nine months ended September 30, 2001, the Company received $384,000
in principal payments on its Mark Terrace note resulting in the recognition of a
deferred gain of $384,000.
In February, 2001, the Company made a $1,100,000 loan
secured by three apartment properties located in New Jersey and by a $750,000
personal guarantee by one of the borrower's principals. These properties also
secure the $4,000,000 Fairfield Towers loan. The loan requires monthly interest
payments at the rate of 13% per annum and the entire principal amount is due at
maturity in February, 2009.
At September 30, 2001, all of the notes in the Company's mortgage portfolio are
current.
4. MINORITY PARTNERS' INTEREST
Presidential is the General Partner of UTB Associates and PDL, Inc. (a wholly
owned subsidiary of Presidential) is the General Partner of Home Mortgage
Partnership. Presidential has a 66-2/3% interest in UTB Associates. Presidential
and PDL, Inc. had an aggregate 26% interest in Home Mortgage Partnership until
September, 2001, which interest was increased to 27% when Presidential acquired
an additional 1% interest for $50,000. As the General Partner of these
partnerships, Presidential and PDL, Inc., respectively, exercise effective
control over the business of these partnerships, and, accordingly, Presidential
consolidates these partnerships in the accompanying financial statements. The
minority partners' interest reflects the minority partners' equity in the
partnerships.
The minority partners' interest in the Home Mortgage Partnership is a negative
interest and therefore, minority partners' interest is a net asset on the
Company's financial statements. The negative basis for each partner's interest
in the Home Mortgage Partnership is due to the refinancing of the mortgage on
the property and the distribution of the proceeds to the partners. The mortgage
debt, which is included in the Company's financial statements, is substantially
in excess of the net carrying amount of the property, but the estimated fair
value of the property is significantly greater than the mortgage debt. Thus, the
asset recorded as minority partners' interest should be realized upon sale of
the property.
Minority partners' interest is comprised of the following:
Septmber 30, December 31,
2001 2000
----------- ------------
Home Mortgage Partnership $7,870,647 $8,040,310
UTB Associates (208,581) (201,667)
----------- ------------
Total minority partners' interest $7,662,066 $7,838,643
=========== ============
5. INCOME TAXES
Presidential has elected to qualify as a Real Estate Investment Trust under the
Internal Revenue Code. A REIT which distributes at least 95% of its real estate
investment trust taxable income to its shareholders each year by the end of the
following year and which meets certain other conditions will not be taxed on
that portion of its taxable income which is distributed to its shareholders.
Upon filing the Company's income tax return for the year ended December 31,
2000, Presidential applied its available 2000 stockholders' distributions and
elected to apply (under Section 858 of the Internal Revenue Code) approximately
$758,000 of its year 2001 stockholders' distributions to reduce its taxable
income for 2000 to zero.
Furthermore, the Company had taxable income (before distributions to
stockholders) for the nine months ended September 30, 2001 of approximately
$2,179,000 ($.59 per share), which included approximately $1,353,000 ($.36 per
share) of capital gains. This amount will be reduced by 2001 distributions
that were not utilized in reducing the Company's 2000 taxable income and by any
eligible 2002 distributions that the Company may elect to utilize as a
reduction of its 2001 taxable income.
Presidential intends to continue to maintain its REIT status and although no
assurances can be given at this time, the Company expects that it will not have
to pay Federal income taxes for 2001 because its present intention is to
distribute all of its 2001 taxable income during 2001 and 2002. Therefore, no
provision for income taxes has been made at September 30, 2001.
Presidential has, for tax purposes, reported the gain from the sale of certain
of its properties using the installment method.
6. COMPREHENSIVE INCOME
The Company's only element of other comprehensive income is the change in the
unrealized gain (loss) on the Company's securities available for sale. Thus,
comprehensive income, which consists of net income plus or minus other
comprehensive income, for the nine months ended September 30, 2001 and 2000 was
$2,306,521 and $1,070,266, respectively.
7. CASH DISTRIBUTIONS PER COMMON SHARE
Distributions paid for each of the three quarters ended September 30, 2001 and
September 30, 2000 were $.16 per quarter. The $.16 distribution paid for the
fourth quarter ending December 31, 2000, was declared in the third quarter of
2000 to enable the Company to deduct the distribution from its 1999 taxable
income in accordance with the provisions of the Internal Revenue Code applicable
to Real Estate Investment Trusts. The $.16 distribution for the fourth quarter
of 2001 was declared in the fourth quarter of 2001.
8. COMMITMENTS AND CONTINGENCIES
Presidential is not a party to any material legal proceedings except as noted
below.
UTB Associates, a partnership in which the Company holds a 66-2/3% interest, is
a tenant under a lease (the "Professional Space Lease") of 24,400 square feet of
professional office space at University Towers, a cooperative apartment building
in New Haven, Connecticut. UTB Associates sublets the professional space to
unrelated parties. In June, 1999, University Towers Owners Corp., the
cooperative corporation, filed a petition for reorganization under Chapter 11 of
the U.S. Bankruptcy Code. As part of the bankruptcy proceedings, in July, 1999
the cooperative corporation filed an Adversary Proceeding against UTB Associates
for termination of the Professional Space Lease and damages primarily based on
claims arising under Connecticut law. A trial was held during the year 2000 and
in October of 2001 the Court held that the cooperative corporation was entitled
to terminate the Professional Space Lease but was not entitled to any damages.
The Company has appealed the decision. However, during the pendency of the
appeal the Company and the cooperative corporation have agreed in principle to
settle the various issues involved in the litigation. Under the proposed
settlement, which is subject to the execution of a formal Settlement Agreement
and the approval of the Bankruptcy Court, the Company would drop its appeal and
agree to the cancellation of the Professional Space Lease and in return would
receive payments from the cooperative corporation over a nine year period in the
amount of $70,000 per year for the first three years and $75,000 per year for
the last six years. In addition, the cooperative corporation would release the
Company from any claims for damages. The Company's financial statements reflect
income of approximately $33,000 from the Professional Space Lease for the period
ended September 30, 2001 and a loss of approximately $44,000 from the
Professional Space Lease for the period ended September 30, 2000.
In addition, the Company may be a party to routine litigation incidental to the
ordinary course of its business.
In the opinion of management, all of the Company's properties are adequately
covered by insurance in accordance with normal insurance practices. The Company
is not aware of any environmental issues at any of its properties. The presence,
with or without the Company's knowledge, of hazardous substances at any of its
properties could have an adverse effect on the Company's operating results and
financial condition.
PRESIDENTIAL REALTY CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
Results of Operations
Financial Information for the nine months ended September 30, 2001 and 2000:
- ----------------------------------------------------------------------------
Revenue increased by $1,333,525 primarily as a result of increases in rental
income and interest income on mortgages-sold properties. These increases were
partially offset by a decrease in investment income.
Rental income increased by $1,280,903 primarily as a result of the purchase of
Farrington Apartments and Preston Lake Apartments in March, 2000. Rental income
increased by $982,162 for these two properties. In addition, rental income
increased by $142,254 at the Sunwood Apartments property and by $156,487 at all
other properties.
Interest on mortgages-sold properties increased by $153,207 primarily due to the
$255,281 amortization of discount on notes, which resulted from the $1,175,500
principal payment received on the Woodgate note receivable that had been secured
by the Windsor at Arbors property in Alexandria, Virginia. This increase was
partially offset by decreases of $117,025 in amortization of discounts on notes
receivable. Interest income increased by $14,951 on the sold property mortgage
portfolio.
Investment income decreased by $98,338 primarily as a result of the sale of
securities during 2000.
Costs and expenses increased by $1,080,472 primarily due to increases in a
majority of all categories of costs and expenses as set forth below.
General and administrative expenses increased by $303,647 primarily as a result
of increases in salary expense of $159,090 (of which, $128,813 pertains to
increases in executive bonuses pursuant to existing contracts), increases in
executive and employee pension plan expenses of $84,526, increases in insurance
expense of $36,479 and increases of $23,554 in professional fees and computer
expenses.
Rental property operating expenses increased by $19,327 primarily as a result of
the purchase of Farrington Apartments and Preston Lake Apartments, which
increased rental property operating expenses by $109,643. In addition, at other
properties, insurance expense increased by $77,855 and snow removal expense
increased by $24,026. These increases were partially offset by decreases of
$84,589 in bad debt expense and decreases of $130,381 in professional fees. In
connection with the litigation between UTB Associates and University Towers
Owners Corp., the Company incurred professional fees of $47,025 in 2001 compared
to $161,331 in 2000, a decrease of $114,306.
Interest expense on mortgage debt increased by $346,500. The increase in
interest expense on mortgage debt for Farrington Apartments and Preston Lake
Apartments was $404,052. This increase was partially offset by a $29,246
decrease in interest expense on mortgage debt as a result of the repayment of
the mortgage on the Building Industries Center property in May of 2000.
Real estate tax expense increased by $100,889. The increase in real estate tax
expense which is attributable to the acquisition of Farrington Apartments and
Preston Lake Apartments was $100,416.
Depreciation expense on real estate increased by $189,633. The increase in
depreciation expense which is attributable to the acquisition of Farrington
Apartments and Preston Lake Apartments was $179,430.
Amortization of mortgage costs increased by $12,978. The increase in
amortization of mortgage costs which is attributable to the acquisition of
Farrington Apartments and Preston Lake Apartments was $8,605. In addition,
amortization of mortgage costs increased by $5,218 on the Home Mortgage Plaza
property.
Minority interest share of partnership income increased by $104,830 primarily as
a result of an increase in partnership income on the Home Mortgage Plaza
property.
Net gain from sales of properties, notes and securities are sporadic (as they
depend on the timing of sales or the receipt of installments or prepayments on
purchase money notes). In 2001, the net gain from sales of properties, notes and
securities was $1,113,303 compared with a net loss of $91,250 in 2000:
Gain from sales recognized at September 30, 2001 2000
Deferred gains recognized upon receipt of ---- ----
principal payments on notes:
Woodgate - $1,175,500 principal payment $ 684,991
Mark Terrace 384,000 $ 16,000
Overlook 19,625 17,765
330 West 72nd St. - co-op apt. note 24,687
Sale of property:
Broad Park Lodge apartment units 60,839
Sales of securities (185,854)
---------- ----------
Net gain (loss) $1,113,303 $( 91,250)
========== ==========
Financial Information for the three months ended September 30, 2001 and 2000:
- ----------------------------------------------------------------------------
Revenue decreased by $15,890 primarily as a result of decreases in interest
income on mortgages-sold properties and in investment income. These decreases
were partially offset by an increase in rental income.
Rental income increased by $35,341 primarily as a result of increased rental
income of $35,672 at the Sunwood Apartments property.
Interest on mortgages-sold properties decreased by $40,163 primarily due to a
$39,088 decrease in amortization of discounts on notes receivable.
Investment income decreased by $7,145 as a result of lower interest rates.
Costs and expenses decreased by $173,620 primarily due to decreases in rental
property operating expenses, partially offset by increases in general and
administrative expenses, real estate tax expense and minority interest share of
partnership income.
General and administrative expenses increased by $101,553 primarily as a result
of increases in salary expense of $34,195 (of which, $27,403 pertains to
increases in executive bonuses pursuant to existing contracts), increases in
executive and employee pension plan expenses of $28,177, increases in insurance
expense of $9,683, increases of $12,881 in professional fees and directors fees
and an increase of $16,617 in all other categories of general and
administrative expenses.
Rental property operating expenses decreased by $331,226 primarily as a result
of decreases in repairs and maintenance expenses of $146,434, decreases in bad
debt expenses of $68,527 and decreases in legal and professional fee expenses of
$101,134.
Real estate tax expense increased by $16,486 primarily due to increased real
estate tax expenses at the Farrington Apartments, Preston Lake Apartments and
Cambridge Green Apartments properties.
Minority interest share of partnership income increased by $39,674 primarily as
a result of an increase in partnership income on the University Towers
Professional Space property, as a result of decreases in professional fee
expenses.
Net gain from sales of properties, notes and securities are sporadic (as they
depend on the timing of sales or the receipt of installments or prepayments on
purchase money notes). In 2001, the net gain from sales of properties, notes and
securities was $134,705 compared with a net gain of $22,070 in 2000:
Gain from sales recognized at September 30, 2001 2000
Deferred gains recognized upon receipt of ---- ----
principal payments on notes:
Mark Terrace $128,000 $16,000
Overlook 6,705 6,070
-------- -------
Net gain $134,705 $22,070
======== =======
Funds From Operations
Funds from operations ("FFO") represents net income computed in accordance with
generally accepted accounting principles ("GAAP"), excluding gains (losses) from
sales of properties, notes and securities, plus depreciation and amortization on
real estate. FFO is calculated in accordance with the National Association of
Real Estate Investment Trusts ("NAREIT") definition. FFO does not represent cash
generated from operating activities in accordance with GAAP, which is disclosed
in the Consolidated Statements of Cash Flows included in the financial
statements, and is not necessarily indicative of cash available to fund cash
requirements. There are no material legal or functional restrictions on the use
of FFO. FFO should not be considered as an alternative to net income as an
indicator of the Company's operating performance or as an alternative to cash
flows as a measure of liquidity. Management considers FFO a supplemental measure
of operating performance and along with cash flow from operating activities,
financing activities and investing activities, it provides investors with an
indication of the ability of the Company to incur and service debt, to make
capital expenditures and to fund other cash requirements.
FFO, as calculated in accordance with the NAREIT definition, is summarized in
the following table:
Nine months ended Three months ended
September 30, September 30,
-------------------- --------------------
2001 2000 2001 2000
------ ------- ------ -------
Income before net gain (loss)
from sales of properties,
notes and securities $1,191,978 $ 938,925 $377,210 $219,480
Depreciation and amortization
on real estate 1,333,336 1,143,703 448,649 439,574
---------- ---------- -------- --------
Funds From Operations $2,525,314 $2,082,628 $825,859 $659,054
========== ========== ======== ========
Distributions paid to
shareholders $1,782,877 $1,774,532
========== ==========
FFO payout ratio 70.6% 85.2%
========== ==========
2001 2000
---- ----
Cash flows from:
Operating activities $ 2,669,421 $ 2,692,247
=========== ============
Investing activities $ 283,644 $(25,346,277)
=========== ============
Financing activities $(2,664,560) $ 17,552,159
=========== ============
Balance Sheet
Net mortgage portfolio increased by $711,124 primarily as a result of a
$1,100,000 loan made in February, 2001. The $1,100,000 loan is secured by three
apartment properties located in New Jersey and by a $750,000 personal guarantee
by one of the borrower's principals. This increase was offset by the receipt of
the $1,175,500 principal payment on the Woodgate note receivable. In connection
with that payment, the Company recognized an unamortized discount of $255,281
and a deferred gain of $684,991 which resulted in a decrease in the net mortgage
portfolio of $235,228.
Prepaid expenses and deposits in escrow increased by $394,663 as a result of
increases of $111,693 in prepaid expenses and an increase of $282,970 in
deposits in escrow.
Cash and cash equivalents increased by $288,505 primarily as a result of the
$384,000 principal payments received on the Mark Terrace note.
Accrued liabilities increased by $349,997 as a result of a $337,756 increase in
accrued real estate taxes. These taxes are paid from escrow accounts when the
real estate taxes become due.
In February, 2001, three directors of the Company each received 1,000 shares
of the Company's Class B common stock as partial payment for directors fees for
the 2001 year. The shares were valued at $5.645 per share, which was the average
market value for the previous month of the Class B common stock, and,
accordingly, the Company recorded $16,935 in prepaid directors fees (to be
amortized during 2001) based on the average market value of the stock. The
Company recorded additions to the Company's Class B common stock of $300 at par
value of $.10 per share and $16,635 to additional paid-in capital.
Forward-Looking Statements
Certain statements made in this report may constitute "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21E of the Securities Exchange Act of 1934, as amended. Such
forward-looking statements include statements regarding the intent, belief or
current expectations of the Company and its management and involve known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Company to be materially different
from any future results, performance or achievements expressed or implied by
such forward-looking statements. Such factors include, among other things, the
following: general economic and business conditions, which will, among other
things, affect the demand for apartments or commercial space, availability and
creditworthiness of prospective tenants, lease rents and the terms and
availability of financing; adverse changes in the real estate markets including,
among other things, competition with other companies; risks of real estate
development and acquisition; governmental actions and initiatives; and
environment/safety requirements.
Liquidity and Capital Resources
Management believes that the Company has sufficient liquidity and capital
resources to carry on its existing business and, barring any unforeseen
circumstances, to pay the dividends required to maintain REIT status in the
foreseeable future. Except as discussed herein, management is not aware of any
other trends, events, commitments or uncertainties that will have a significant
effect on liquidity.
Presidential obtains funds for working capital and investment from its
available cash and cash equivalents, from operating activities, from refinancing
of mortgage loans on its real estate equities or sales of such equities, and
from the sales of or repayments on its mortgage portfolio. The Company also has
at its disposal a $250,000 unsecured line of credit from a lending institution.
At September 30, 2001, Presidential had $2,448,166 in available cash and cash
equivalents, an increase of $288,505 from the $2,159,661 at December 31, 2000.
This increase in cash and cash equivalents was due to cash provided by operating
activities of $2,669,421 and investing activities of $283,644, offset by cash
used in financing activities of $2,664,560.
Operating Activities
Cash from operating activities includes interest on the Company's mortgage
portfolio and net cash received from rental property operations, which were
$2,317,449 and $2,049,583 in 2001, respectively. Net cash received from rental
property operations is net of distributions from partnership operations to
minority partners but before additions and improvements and mortgage
amortization.
Investing Activities
Presidential holds a portfolio of mortgage notes receivable. During 2001, the
Company received principal payments of $1,845,174 on its mortgage portfolio of
which $577,636 represented prepayments and $1,175,500 is the balloon payment
received on the Woodgate note. Prepayments and balloon payments are sporadic and
cannot be relied upon as a regular source of liquidity.
Presidential made a $1,100,000 mortgage loan in February, 2001. The loan has an
annual interest rate of 13% and the entire principal is due at maturity in
February, 2009.
During 2001, the Company invested $411,211 in additions and improvements to its
properties.
Financing Activities
The Company's indebtedness at September 30, 2001, consisted of $59,382,804 of
mortgage debt. The mortgage debt, which is collateralized by individual
properties, is nonrecourse to the Company with the exception of the $234,137
Mapletree Industrial Center mortgage, which is collateralized by the property
and a guarantee of repayment by Presidential. In addition, some of the Company's
mortgages provide for personal liability for damages resulting from specified
acts or circumstances, such as for environmental liabilities and fraud.
Generally, mortgage debt repayment is serviced with cash flow from the
operations of the individual properties. During 2001, the Company made $463,339
of principal payments on mortgage debt.
The mortgages on the Company's properties are at fixed rates of interest. The
majority of the mortgages have balloon payments due at maturity with the
exception of three mortgages which are self-liquidating.
During 2001, Presidential declared and paid cash distributions of $1,782,877 to
its shareholders and received proceeds from its dividend reinvestment and share
purchase plan of $65,463.
Consolidated Loans
Presidential holds two nonrecourse loans (the "Consolidated Loans") which were
collateralized by substantially all of the remaining assets of Ivy Properties,
Ltd. and its affiliates ("Ivy"). At September 30, 2001, the Consolidated Loans
have an outstanding principal balance of $4,782,908 and a net carrying value of
$12,858. Pursuant to existing agreements between the Company and two of the Ivy
principals (Steven Baruch, Executive Vice President of Presidential, and Thomas
Viertel, Executive Vice President and Chief Financial Officer of Presidential),
the Company is entitled to receive, as payments of principal and interest on the
Consolidated Loans, 25% of the cash flow of Scorpio Entertainment, Inc.
("Scorpio"), a company owned by Messrs. Baruch and Viertel to carry on
theatrical productions. Scorpio is one of the producers of "The Producers", a
show which opened on Broadway in April of this year to extremely positive
reviews, won a record 12 Tony(R) Awards and now has an advance ticket sale of
approximately $34,500,000. Since Scorpio has a 5.95% interest in profits from
this production (after investors are repaid in full) and will receive additional
royalties and other fees from the production, Presidential has a substantial
indirect interest in "The Producers". If the show generates sufficient profits
to repay the investors (as it is expected to do by the end of 2001),
Presidential could then receive from Scorpio approximately $210,000 per year for
as long as "The Producers" continues to run at capacity on Broadway, which
amount will be applied to unpaid and unaccrued interest. The $210,000 projected
amount is an estimate only and assumes that the cash flow from Scorpio's other
activities continues to be sufficient to satisfy its overhead requirements.
While the continued profitability of any Broadway production is by its nature
uncertain and any estimate of Presidential's future cash flow from "The
Producers" must be viewed as speculative, it is also possible that Presidential
could receive substantially more than $210,000 per year from Scorpio as a result
of Scorpio's interest in future tours and overseas productions of the show,
although any income from these sources is too speculative to project.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(b) No reports on Form 8-K have been filed during the quarter ended September
30, 2001.
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.
PRESIDENTIAL REALTY CORPORATION
(Registrant)
DATE: November 9, 2001 By: /s/ Jeffrey F. Joseph
-----------------------
Jeffrey F. Joseph
President
DATE: November 9, 2001 By: /s/ Elizabeth Delgado
-----------------------
Elizabeth Delgado
Treasurer