UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: APRIL 22, 2003
AGREE REALTY CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MARYLAND
(State of other jurisdiction of (Commission File Number)
incorporation or organization) 1-12928
31850 Northwestern Highway 38-3148187
Farmington Hills, MI 48334 (I.R.S. Employer
(Address of principal executive offices) identification No.)
(Registrant's telephone number, including area code) (248) 737-4190
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(c) Exhibits
Exhibit 99.1 - Press Release issued by Agree Realty Corporation, dated
April 22, 2003.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The information under this caption is furnished by Agree Realty
Corporation (the "Company") in accordance with Securities Exchange Commission
Release No. 33-8216. This information shall not be deemed "filed" for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such a filing.
On April 22, 2003, the Company issued a press release describing its
results of operations for the first quarter ended March 31, 2003. A copy of the
press release is attached as Exhibit 99.1 to this report. In the earnings
release, the Company used the non-GAAP financial measure of Funds from
Operations ("FFO"). A reconciliation of FFO to the comparable GAAP financial
measure (Income before minority interest) is contained in the attached earnings
release. Disclosure regarding the definition of FFO used by the Company and why
the Company's management believes the presentation of FFO provides useful
information to investors is included in the Company's annual report on Form 10-K
for the fiscal year ended December 31, 2002.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused the report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AGREE REALTY CORPORATION
/s/ Kenneth R. Howe
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Vice President, Finance, Chief
Financial Officer
DATED: April 22, 2003
EXHIBIT INDEX
Exhibit Number Description
99.1 Press Release of Agree Realty Corporation dated April 22,
2003