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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 March 31, 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 1-12588
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Center Trust, Inc.
(Exact name of registrant as specified in charter)
Maryland 95-4444963
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
3500 Sepulveda Boulevard, Manhattan Beach, California 90266
(Address of principal executive offices) (Zip Code)
(310) 546-4520
(Registrant's telephone number, including area code)
----------------
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 at least the past 90 days. YES [X] NO [_]
As of May 10, 2001, 27,225,749 shares of Common Stock, Par Value $.01 Per
Share, were outstanding.
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CENTER TRUST, INC.
FORM 10-Q
INDEX
Page
----
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets as of March 31, 2001 (unaudited)
and December 31, 2000....................................... 3
Consolidated Statements of Operations (unaudited) for the
three months ended March 31, 2001 and 2000.................. 4
Consolidated Statements of Cash Flows (unaudited) for the
three months ended March 31, 2001 and 2000.................. 5
Notes to Consolidated Financial Statements (unaudited)....... 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of
Operations ................................................. 7
Item 3. Quantitative and Qualitative Disclosures About Market Risk... 11
PART II OTHER INFORMATION............................................ 12
SIGNATURES............................................................... 13
2
CENTER TRUST, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
March 31, December 31,
2001 2000
----------- ------------
(unaudited)
ASSETS
------
Rental properties..................................... $ 742,262 $ 776,667
Accumulated depreciation and amortization............. (138,212) (136,828)
--------- ---------
Rental properties, net................................ 604,050 639,839
Cash and cash equivalents............................. 4,187 6,164
Tenant receivables, net............................... 9,560 11,920
Other receivables..................................... 6,723 5,603
Restricted cash securities............................ 9,826 9,531
Deferred charges, net................................. 16,762 18,030
Other assets.......................................... 3,399 3,492
--------- ---------
TOTAL............................................... $ 654,507 $ 694,579
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
LIABILITIES:
Secured debt........................................ $ 414,600 $ 318,052
7 1/2% convertible subordinated debentures.......... -- 128,548
Accrued dividends and distributions................. 1,161 6,035
Accrued interest.................................... 1,429 5,827
Accounts payable and other accrued expenses......... 11,447 10,161
Accrued construction costs.......................... 1,069 1,060
Tenant security and other deposits.................. 1,898 1,797
--------- ---------
Total liabilities................................. 431,604 471,480
--------- ---------
MINORITY INTERESTS:
Operating Partnership (1,638,699 and 2,015,692 units
issued as of March 31, 2001 and December 31, 2000,
respectively)...................................... 12,187 15,075
Other minority interests............................ 1,226 1,620
--------- ---------
Total minority interests.......................... 13,413 16,695
--------- ---------
COMMITMENTS AND CONTINGENCIES:
STOCKHOLDERS' EQUITY:
Common stock ($.01 par value, 100,000,000 shares
authorized; 27,225,749 26,721,226 shares issued and
outstanding as of March 31, 2001 and December 31,
2000, respectively................................. 266 266
Additional paid-in capital.......................... 362,808 359,419
Accumulated distributions and deficit............... (153,584) (153,281)
--------- ---------
Total stockholders' equity........................ 209,490 206,404
--------- ---------
TOTAL............................................... $ 654,507 $ 694,579
========= =========
See Notes to Consolidated Financial Statements.
3
CENTER TRUST, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
Three Months
Ended
March 31,
----------------
2001 2000
------- -------
REVENUES:
Rental revenues............................................... $17,739 $25,209
Expense reimbursements........................................ 5,942 7,710
Percentage rents.............................................. 521 333
Other income.................................................. 1,426 1,589
------- -------
Total revenues............................................ 25,628 34,841
------- -------
EXPENSES:
Interest...................................................... 9,688 14,691
Property Operating Costs:
Common Area................................................. 4,365 5,126
Property taxes.............................................. 2,520 3,334
Leasehold rentals........................................... 265 364
Marketing................................................... 183 218
Other operating............................................. 1,182 1,103
Depreciation and amortization................................. 5,239 6,469
General and administrative.................................... 1,365 1,307
------- -------
Total expenses............................................ 24,807 32,612
------- -------
INCOME BEFORE OTHER ITEMS..................................... 821 2,229
NET GAIN ON SALE OF RENTAL PROPERTIES......................... 900 2,575
MINORITY INTERESTS:
Operating partnership......................................... (52) (146)
Other minority interests...................................... (29) (74)
------- -------
INCOME BEFORE EXTRAORDINARY ITEM.............................. 1,640 4,584
EXTRAORDINARY LOSS ON EARLY
EXTINGUISHMENT OF DEBT....................................... (819) (1,864)
------- -------
NET INCOME.................................................... $ 821 $ 2,720
======= =======
BASIC AND DILUTED INCOME PER SHARE:
Income before extraordinary item.............................. $ 0.06 $ 0.17
Extraordinary loss on early extinguishment of debt............ (0.03) (0.07)
------- -------
Net Income.................................................... $ 0.03 $ 0.10
======= =======
Weighted Average Basic and Diluted Shares Outstanding......... 27,024 26,648
======= =======
See Notes to Consolidated Financial Statements
4
CENTER TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
Three Months Ended
March 31,
--------------------
2001 2000
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income.............................................. $ 821 $ 2,720
Adjustment to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization of rental properties.... 5,239 6,469
Amortization of deferred financing costs.............. 1,030 728
Amortization of deferred compensation................. 162 463
Extraordinary loss on early extinguishment of debt.... 819 1,864
Net gain on sale of rental properties................. (900) (2,575)
Minority interests in operations...................... 81 220
Net changes in operating assets and liabilities......... (1,910) (12,560)
--------- ---------
Net cash provided by (used in) operating activities. 5,342 (2,671)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Construction and development costs...................... (2,835) (4,341)
Proceeds from sale of rental properties................. 33,545 7,818
--------- ---------
Net cash provided by investing activities........... 30,710 3,476
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on notes payable..................... (136,371) (1,147)
Borrowings on secured line of credit.................... 133,369 207,640
Repayment of secured line of credit..................... (28,627) (173,291)
Costs of obtaining financing............................ -- (3,004)
Increase in restricted cash............................. (295) (572)
Dividends to shareholders............................... (5,597) (9,549)
Distributions to minority interests..................... (508) (702)
--------- ---------
Net cash (used in) provided by financing activities. (38,029) 19,375
--------- ---------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS.... (1,977) 20,180
CASH AND CASH EQUIVALENTS, AT BEGINNING OF PERIOD....... 6,164 5,204
--------- ---------
CASH AND CASH EQUIVALENTS, AT END OF PERIOD............. $ 4,187 $ 25,384
========= =========
See Notes to Consolidated Financial Statements
5
CENTER TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. Basis Of Presentation
Center Trust, Inc., (the "Company"), a Maryland Corporation, is a self-
administered and self-managed real estate investment trust ("REIT"). The
Company engages in the ownership, management, leasing, acquisition,
development and redevelopment of unenclosed retail shopping centers in the
western United States. As of March 31, 2001 the Company owned 37 retail
shopping centers (the "Properties") comprising 8.1 million square feet of
total shopping center gross leasable area ("GLA").
The accompanying financial statements and related notes of the Company are
unaudited; however, they have been prepared in accordance with generally
accepted accounting principles for interim financial reporting and the
instructions to Form 10-Q and the rules and regulations of the Securities and
Exchange Commission. Accordingly, certain information and footnote disclosures
normally included in financial statements prepared under generally accepted
accounting principles have been condensed or omitted pursuant to such rule. In
the opinion of management, all adjustments considered necessary for the fair
presentation of the Company's financial position, results of operations and
cash flows have been included. These financial statements should be read in
conjunction with the Company's Form 10-K for the year ended December 31, 2000.
2. Secured Debt
On January 16, 2001, the Company repaid in full its 7 1/2% Convertible
Subordinated Debentures. The outstanding balance of $128.5 million was repaid
with proceeds from the Company's Secured Credit Facility.
3. Property Disposition
In March 2001, the Company sold three community shopping centers and one
single tenant facility for a combined sales price of $38.4 million. The assets
sold included Westgate North Shopping Center, a 104,000 square foot shopping
center located in Tacoma, Washington, Center of El Centro, a 179,000 square
foot shopping center located in El Centro, California, Madera Marketplace a
169,000 square foot shopping center located in Madera, California, and K-Mart
Madera, a 86,000 square foot single tenant facility, located in Madera,
California. After repayment of debt of $16.9 million, net proceeds of $17
million were used to reduce the outstanding balance on the Company's Credit
Facility. During the fourth quarter of 2000, the Company recorded a $4.8
million impairment of assets held for sale, a result of the anticipated sales
of the Westgate North Shopping Center and the Center of El Centro. After
consideration of the fourth quarter impairment loss adjustment, the Company
recorded a gain on the sale of assets of $0.9 million during 2001. In
addition, the Company recorded an extraordinary loss of $0.8 million for the
early extinguishment of debt related to the payment of certain prepayment
penalties.
4. Per Share Data
In accordance with SFAS No. 128 (Earnings Per Share), basic earnings per
share ("EPS") is based on the weighted average number of shares of common
stock outstanding during the period and diluted EPS is based on the weighted
average number of shares of common stock outstanding combined with the
incremental weighted average shares that would have been outstanding if all
dilutive potential common shares had been issued as of the beginning of the
period. The weighted average number of shares of common stock used in the
computation of basic and diluted EPS for the three-month periods ended March
31, 2001 and 2000 were 27,024,000 and 26,648,000, respectively. Units held by
limited partners in the Operating Partnership may be exchanged for shares of
common stock of the Company on a one-for-one basis, in certain circumstances,
and therefore are not dilutive.
On April 20, 2001, the Company paid a $0.04 dividend per share to
shareholders of record as of April 2, 2000.
6
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Overview
The following discussion should be read in conjunction with the accompanying
consolidated financial statements and notes thereto.
Forward Looking Statements
The following discussion of financial condition and Results of Operations
contains certain forward-looking statements that are subject to risk and
uncertainty. In particular, statements pertaining to our capital resources,
portfolio performance and results of operations contain forward-looking
statements. Likewise, all our statements regarding anticipated growth in our
funds from operations and anticipated market conditions, demographics and
results of operations are forward-looking statements. Forward looking
statements involve numerous risks and uncertainties and you should not rely on
them as predictions of future events. Forward-looking statements depend on
assumptions, data or methods which may be incorrect or imprecise and we may
not be able to realize them. We do not guarantee that the transactions and
events described will happen as described, or that they will happen at all.
You can identify forward-looking statements by the use of forward-looking
terminology such as "believes," "expects," "may," "will," "should," "would,"
"seeks," "approximately," "intends," "plans," "pro forma," "estimates" or
"anticipates" or the negative of these words and phrases or similar words or
phrases. You can also identify forward-looking statements by discussions of
strategy, plans or intentions. The following factors, among others, could
cause actual results and future events to differ materially from those set
forth or contemplated in the forward-looking statements:
. defaults on or non-renewal of leases by tenants;
. increased interest rates and operations costs;
. our failure to obtain necessary outside financing;
. difficulties in identifying properties to acquire and completing
acquisitions;
. difficulties in disposing of properties;
. our failure to successfully operate acquired properties and operations;
. our failure to successfully develop property;
. our failure to maintain our status as a REIT;
. environmental uncertainties and risks related to natural disasters;
. financial market fluctuations; and
. changes in real estate and zoning laws and increases in real property tax
rates.
Our success also depends upon economic trends generally, as well as income
tax laws, governmental regulation, legislation, population changes and other
matters. We caution you, however, that any list of risk factors may not be
exhaustive.
Results of Operations
Comparison of the three months ended March 31, 2001 to the three months ended
March 31, 2000.
Rental revenues decreased by $7.5 million to $17.7 million for the three
months ended March 31, 2001 from $25.2 million for the three months ended
March 31, 2000. Of the decrease, $7.2 million is due to the sale of 15
community shopping centers, three single tenant facilities, and a freestanding
theater, for a total of 19 properties sold subsequent to March 31, 2000. In
addition, revenues decreased at two of our community centers that are being
prepared for redevelopment, Frontier Village in Lake Stevens, Washington and
El Camino North Shopping Center in Oceanside, California.
7
Property operating costs decreased by $1.6 million to $8.5 million for the
three months ended March 31, 2001 from $10.1 million for the three months
ended March 31, 2000. Approximately $1.4 million of the decrease is a result
of decreased property taxes and operating costs from the sale of the
properties previously discussed. The remaining decrease is primarily due to a
decrease in property operating costs at the remaining assets in the portfolio.
Interest expense decreased $5.0 million to $9.7 million for the three months
ended March 31, 2001 from $14.7 million for the three months ended March 31,
2000. The decrease is the result of a $106.6 million reduction in the average
mortgage debt outstanding from $370.1 million in 2000 to $263.5 million in
2001, and a reduction of $7.7 million in the average outstanding balance on
the credit facility from $166.9 in 2000 to $159.2 in 2001. In addition, the
weighted-average interest rate decreased from 8.2% to 7.8% from the three
months ended March 31, 2000 to the three months ended March 31, 2001. The
reduction in the average debt outstanding is due to loan pay downs from asset
sale proceeds. Reduction in the weighted-average interest rate was a result of
the pay down of higher fixed rate debt through property sales, refinancing of
higher fixed rate mortgage debt with lower variable rate debt and decreasing
interest rates.
General and Administrative costs increased slightly by $0.1 million from
$1.3 million for the three months ended March 31, 2000 to $1.4 million for the
three months ended March 31, 2001.
Net income decreased by $1.9 million from $2.7 million for the three months
ended March 31, 2000 to $0.8 million for the three months ended March 31,
2001. Included in net income for 2001 was a $0.9 million net gain on the sale
of assets and a $0.8 million charge for an extraordinary loss on early
extinguishment of debt as previously discussed. Included in net income for
2000 was a $2.6 million gain on the sale of a single tenant facility in
Glendora, California. In addition, the Company recorded an extraordinary loss
of $1.9 million due to the early extinguishment of debt associated with the
sale. The decrease in net income is due to the reduced contribution to income
from the sale of 19 assets subsequent to March 31, 2000 combined with a
smaller net gain on the sale of assets in 2001.
Selected Property Financial Information
Net operating income (defined as revenues, less property operating costs)
for the Company's properties is as follows:
Three Months
Ended
March 31,
---------------
2001 2000
------- -------
Retail Properties (37 in 2001 and 55 in 2000):
Regional Malls............................................ $ 4,424 $ 4,315
Community Centers......................................... 12,057 19,046
Single Tenants............................................ 475 1,029
Other income................................................ 157 306
------- -------
Net Operating Income.................................... $17,113 $24,696
======= =======
The following summarizes the percentage of leased GLA (excluding non-owned
GLA) as of:
March 31, December 31,
2001 2000
--------- ------------
Retail Properties (37 in 2001 and 41 in 2000):
Community Centers................................... 92.3% 93.1%
Regional Malls...................................... 94.4 92.1
Single Tenants...................................... 100.0 100.0
Aggregate Portfolio................................. 93.1 93.3
8
Funds from Operations
The Company considers funds from operations ("FFO") to be an alternative
measure of the performance of an equity REIT since such measure does not
recognize depreciation and amortization expenses as operating expenses. FFO is
defined, as outlined in the October 1999 White Paper, by the National
Association of Real Estate Investment Trusts ("NAREIT") as net income plus
depreciation and amortization of real estate, less gains or losses on sales of
properties. Additionally, the definition also permits FFO to be adjusted for
significant non-recurring items. Funds from operations do not represent cash
flows from operations as defined by generally accepted accounting principles
and should not be considered as an alternative to those indicators in
evaluating the Company's operating performance or liquidity. Further, the
methodology for computing FFO utilized by the Company may differ from that
utilized by other equity REITs and, accordingly may not be comparable to such
other REITs.
The Company computes FFO on both a basic and diluted basis. The diluted
basis assumes the conversion of the convertible and exchangeable debentures
into shares of common stock. The following table summarizes the Company's
computation of FFO and provides certain additional disclosures (dollars in
thousands):
Three Months Ended
March 31,
-------------------
2001 2000
--------- ---------
FUNDS FROM OPERATIONS
Net income............................................ $ 821 $ 2,720
Adjustments to reconcile net income to funds from
operations:
Depreciation and Amortization:
Buildings and improvements........................ 3,232 4,336
Tenant improvements and allowances................ 1,096 1,429
Leasing costs..................................... 708 646
Minority Interests.................................... (119) 59
Extraordinary loss--early extinguishment of debt...... 819 1,864
Gain on Sale of Assets................................ (900) (2,575)
Other................................................. 161 463
-------- ---------
Funds from operations, basic and diluted.............. $ 5,818 $ 8,942
======== =========
Funds from operations, on a basic basis, decreased to $5.8 million for the
three months ended March 31, 2001, as compared to $8.9 million for the same
period in 2000. The decrease in funds from operations is principally a result
of the reasons stated above under Results of Operations.
Funds from operations do not represent cash flows from operations as defined
by Generally Accepted Accounting Principles and should not be considered as an
alternative to net income as an indicator of Center Trust's operating
performance or to cash flows as a measure of liquidity.
Liquidity Sources and Requirements
The primary focus of the Company during the first quarter of 2001 was to
repay the 7 1/2% Convertible Subordinated Debentures and to continue to
strengthen its financial stability and flexibility. Through a series of asset
sales and debt refinancing transactions, as well as a modification of the
Company's Credit Facility, the Company was able to successfully repay its 7
1/2% Convertible Subordinated Debentures which matured on January 15, 2001.
Further, with the sale of the three community shopping centers and a single
tenant facility in 2001, the Company has reduced its outstanding balance on
its Secured Credit Facility to a level below 70% loan to value, which reduced
the interest rate paid on the outstanding balance to 250 basis points over
LIBOR. This combined with a reduction of the dividend, discussed below, should
provide the Company with the anticipated cash and financial flexibility
required to meet its capital requirements in the near future.
9
During the first quarter of 2001, the maximum availability under the Credit
Facility was reduced from $193 million to $170 million as a result of the sale
of assets which were previously included as collateral within the pool of
assets securing the Credit Facility.
In March, 2001, the Company announced that it would pay a dividend for the
first quarter of 2001, of $0.04 per share, which equates to an annual dividend
of $0.16 per share and approximates the Company's estimate of the minimum
required distribution to maintain its REIT status. This compares to the annual
dividend of $0.84 paid in the year 2000. The dividend reduction was
necessitated by the contraction in the Company's asset base as a result of the
sale of over $270 million in assets during 2000. The dividend reduction should
allow the Company to retain capital, reduce its leverage level, and provide
financial flexibility to appropriately evaluate value-added redevelopment
opportunities within its portfolio, while maintaining its REIT status.
Also in March 2001, the Company sold three community shopping centers and
one single tenant facility for a combined sales price of $38.4 million. The
assets sold included Westgate North Shopping Center, a 104,000 square foot
shopping center located in Tacoma, Washington, Center of El Centro, a 179,000
square foot shopping center located in El Centro, California, Madera
Marketplace a 169,000 square foot shopping center located in Madera,
California, and K-Mart Madera, a 86,000 square foot single tenant facility,
located in Madera, California. After repayment of debt of $16.9 million, net
proceeds of $17 million were used to reduce the outstanding balance on the
Company's Credit Facility. During the fourth quarter of 2000, the Company
recorded a $4.8 million impairment of assets held for sale, a result of the
anticipated sales of the Westgate North Shopping Center and the Center of El
Centro. After consideration of the fourth quarter impairment loss adjustment,
the Company recorded a gain on the sale of assets of $0.9 million during 2001.
In addition, the Company recorded an extraordinary loss of $0.8 million for
the early extinguishment of debt related to the payment of certain prepayment
penalties.
Mortgage loans maturing of $8.1 million in 2001, $199.9 million in 2002, as
well as significant amounts due from 2003 to 2015, may require refinancing.
Loans maturing in 2002 include the $158 million outstanding on the Company's
Secured Credit Facility which is due on March 31, 2002. The Company believes,
based on the collateral available within the Properties, that it will be able
to effect such refinancings.
Cash Flows
Net cash provided by operating activity increased by $8.0 million from a use
of cash of $2.7 million for the three months ended March 31, 2000 to cash
provided by operations of $5.3 million for the same period of 2001. The
increase resulted primarily from lower working capital requirements in the
period ended March 31, 2001 compared to the same period of March 31, 2000.
Results for the quarter ended 2000 includes a $4.4 million refund of a letter
of credit security deposit recorded to accounts receivable.
Net cash from investment activities was $30.7 million for the three months
ended March 31, 2001 as compared to $3.5 million for the three months ended
March 31, 2000. The increase was the result of proceeds received from the sale
of three community shopping centers and a single tenant facility in 2001
compared the sale of one single tenant facility in 2000. Financing activities
used cash of $38.0 million for the three months ended March 31, 2001 as
compared to cash provided by financing activities for the three months ended
March 31, 2000 of $19.4 million. The change was primarily the result of the
repayment on the Company's Secured Credit Facility in 2001 compared to net
borrowing on the Secured Credit Facility in 2000.
10
Inflation
Center Trust's long term leases contain provisions designed to mitigate the
adverse impact of inflation on its results from operations. Such provisions
include clauses enabling Center Trust to receive percentage rents based upon
tenants' gross sales, which generally increase as prices rise, and/or, in
certain cases, escalation clauses are often related to increases in the CPI or
similar inflation indices. In addition, many of Center Trust's leases are for
terms of less than ten years, which permits Center Trust to seek to increase
rents upon re-rental at market rates if rents are below then existing market
rates. Many of Center Trust's leases require the tenants to pay a pro rata
share of operating expenses, including common area maintenance, real estate
taxes, insurance and utilities, thereby reducing Center Trust's exposure to
increases in costs and operating expenses from inflation.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company is exposed to market risk primarily due to fluctuations in
interest rates. Specifically, the risk resulting from increasing LIBOR-based
interest rates as interest on the Company's Credit Facility of $158.1 million
as well as mortgage notes of $108.5 million are tied to various LIBOR interest
rates. The Credit Facility matures March 31, 2002. The Company is also subject
to market risk resulting from fluctuations in the general level of U.S.
interest rates as $112.0 million of the Company's debt is based on a weighted
average fixed rate of 8.8%. As a result, the Company will be obligated to pay
contractually agreed upon rates of interest on its fixed rate debt, unless
management refinances its existing fixed rate debt and potentially incurs
substantial prepayment penalties. The $36 million of tax-exempt certificates
of participation are tied to a general index of AAA-rated tax-free municipal
bonds.
The following table provides information about the Company's interest rate
sensitive financial instruments, including, amounts due at maturity, principal
amortization, weighted average interest rates and fair market values as of
March 31, 2001 (dollars in thousands):
Fair
Market
As of March 31, 2001 2001 2002 2003 2004 2005 Thereafter Total Value
-------------------- ------ -------- ------- ---- ---- ---------- -------- --------
Interest Rate Sensitive
Liabilities:
Credit Facility........ $158,085 $158,085 $158,085
Interest Rate........ LIBOR+ LIBOR+
2.50% 2.50%
Variable Rate Debt..... $ 33,360 $75,185 $108,545 $108,545
Interest Rate........ LIBOR+ LIBOR+ LIBOR+
2.50% 2.37% 2.41%
Fixed Rate Debt........ $8,110 $ 9,061 $15,143 $79,656 $111,970 $114,897
Weighted Average
Interest Rate......... 8.25% 10.45% 10.375% 8.48% 8.83%
Tax Exempt Certificates. $36,000 $ 36,000 $ 36,000
Weighted Average
Interest Rate......... 5.28% 5.28%
11
PART II--OTHER INFORMATION
Item 1: Legal Proceedings
None
Item 2: Changes in Securities
Item 3: Defaults Upon Senior Securities
None
Item 4: Submission of Matters to a Vote of Security Holders
None
Item 5: Other Information
None
Item 6: Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
On March 26, 2001, the Company, in accordance with Regulation FD, filed a
report on Form 8-K to announce a revised dividend strategy and limited waiver
of the standstill provision of the Stockholders Agreement.
On March 5, 2001, the Company filed a report on Form 8-K to make available
additional financial and operational information concerning the Company and
properties owned as of December 31, 2000.
12
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.
CENTER TRUST RETAIL PROPERTIES, INC.
/s/ EDWARD A. STOKX
By: _________________________________
Edward A. Stokx
Senior Vice President of Finance
(Principal Financial Officer)
/s/ SIDNEY M. SHIBATA
By: _________________________________
Sidney M. Shibata
Controller
Dated: May 15, 1999
13