FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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 1-12288
______________________________________________________
Mid-Atlantic Realty Trust
________________________________________________________________________________
(Exact Name of Registrant as Specified in Its Charter)
Maryland 52-1832411
____________________________________ ________________________
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) (Identification No.)
170 West Ridgely Road, Suite 300
Lutherville, Maryland 21093
____________________________________ ________________________
(Address of Principal Executive (Zip Code)
Offices)
Registrant's Telephone Number, Including Area Code (410) 684-2000
________________________
________________________________________________________________________________
Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
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.
X Yes No
_______ _______
14,306,502 Common Shares were outstanding as of April 26, 2001.
MID-ATLANTIC REALTY TRUST
AND SUBSIDIARIES
Part I. FINANCIAL INFORMATION
Item 1. CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF OPERATIONS
CONSOLIDATED STATEMENTS OF CASH FLOWS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Item 2. MANAGEMENT'S DISCUSSION AND ANAYLSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
Part II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
Item 3. DEFAULTS UPON SENIOR SECURITIES
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Item 5. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
1
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
Consolidated Balance sheets
As of
March 31, 2001 December 31, 2000
- - -------------------------------------------------------------------------------------------------------------------
(UNAUDITED)
ASSETS
Properties:
Operating properties $ 424,691,811 400,319,243
Less accumulated depreciation and amortization 73,049,976 70,435,693
------------------------------------------------------
351,641,835 329,883,550
Properties in development 12,667,506 29,590,613
Properties held for development or sale 3,587,610 3,587,610
------------------------------------------------------
367,896,951 363,061,773
Cash and cash equivalents 114,972 109,686
Notes and accounts receivable - tenants and other 1,825,041 2,689,573
Prepaid expenses and deposits 2,297,381 2,991,645
Deferred financing costs, net 2,060,233 2,227,931
------------------------------------------------------
$ 374,194,578 371,080,608
======================================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Accounts payable and accrued expenses $ 7,474,604 7,332,902
Notes payable 40,500,000 37,000,000
Construction loans payable 20,467,262 20,258,948
Mortgages payable 161,939,080 162,627,578
Convertible subordinated debentures 8,576,000 13,076,000
Deferred income 961,520 491,096
------------------------------------------------------
239,918,466 240,786,524
------------------------------------------------------
Minority interest in consolidated joint ventures 35,946,075 36,608,643
------------------------------------------------------
Shareholders' equity:
Preferred shares of beneficial interest, $.01 par value,
authorized 2,000,000 shares, issued and outstanding, none
Common shares of beneficial interest, $.01 par value,
authorized 100,000,000 shares, issued and outstanding - -
14,306,502 and 13,810,162 shares, respectively 143,065 138,102
Additional paid-in capital 130,352,957 125,088,309
Distributions in excess of accumulated earnings (32,165,985) (31,540,970)
------------------------------------------------------
98,330,037 93,685,441
------------------------------------------------------
------------------------------------------------------
$ 374,194,578 371,080,608
======================================================
See accompanying notes to consolidate financial statements.
2
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
Consolidated Statements of Operations
(UNAUDITED)
Three months ended March 31,
2001 2000
- - ------------------------------------------------------------------------------------------------------------------
REVENUES:
Minimum rents $ 12,243,276 11,100,820
Percentage rents 335,841 339,834
Tenant recoveries 2,451,465 2,394,330
Other 215,506 74,397
-----------------------------------------------------
15,246,088 13,909,381
-----------------------------------------------------
EXPENSES:
Interest 4,356,003 3,842,466
Depreciation and amortization
of property and improvements 2,633,705 2,504,492
Operating 3,223,968 3,105,985
General and administrative 810,716 702,857
-----------------------------------------------------
11,024,392 10,155,800
-----------------------------------------------------
EARNINGS FROM OPERATIONS
BEFORE MINORITY INTEREST 4,221,696 3,753,581
Minority Interest (927,032) (826,575)
----------------------------------------------------
EARNINGS FROM OPERATIONS 3,294,664 2,927,006
----------------------------------------------------
NET EARNINGS $ 3,294,664 2,927,006
====================================================
----------------------------------------------------
NET EARNINGS PER SHARE - basic $ 0.24 0.21
====================================================
----------------------------------------------------
NET EARNINGS PER SHARE - diluted $ 0.23 0.21
====================================================
See accompanying notes to consolidated financial statements.
3
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(UNAUDITED)
Three months ended March 31,
2001 2000
- - ----------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 3,294,664 2,927,006
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 2,633,705 2,504,492
Minority interest in earnings, net 927,032 826,575
Amortization of deferred financing costs 128,658 90,700
Additions to deferred interest on construction loans payable 208,314 -
Changes in operating assets and liabilities:
Decrease in assets 1,558,796 547,304
Increase (decrease) in liabilities 612,126 (222,156)
Other, net 34,316 77,016
---------------------------------------------------
Total adjustments 6,102,947 3,823,931
---------------------------------------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 9,397,611 6,750,937
---------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of and additions to properties (7,375,634) (16,556,970)
Payments to minority partners (1,069,021) (1,071,630)
----------------------------------------------------
NET CASH USED IN INVESTING ACTIVITIES (8,444,655) (17,628,600)
----------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable 26,500,000 21,100,000
Principal payments on notes payable (23,000,000) (2,500,000)
Principal payments on mortgages payable (688,498) (726,979)
Deferred financing costs (4,825) (72,628)
Proceeds from exercise of share options 165,332 -
Shares repurchased - (2,158,483)
Dividends paid (3,919,679) (3,756,341)
----------------------------------------------------
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES (947,670) 11,885,569
----------------------------------------------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 5,286 1,007,906
CASH AND CASH EQUIVALENTS, beginning of period 109,686 147,878
----------------------------------------------------
CASH AND CASH EQUIVALENTS, end of period $ 114,972 1,155,784
====================================================
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Conversion of subordinated debentures, net of deferred
financing costs $ 4,444,474 -
Conversion of Operating Partnership Units 520,578 -
Mortgages payable assumed - 5,562,175
====================================================
See accompanying notes to consolidated financial statements.
4
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements
(UNAUDITED)
Organization
Mid-Atlantic Realty Trust was incorporated June 29, 1993, and commenced
operations effective with the completion of its initial public share offering on
September 11, 1993. Mid-Atlantic Realty Trust qualifies as a real estate
investment trust ("REIT") for Federal income tax purposes. As used herein, the
term "MART" or the "Company" refers to Mid-Atlantic Realty Trust and entities
owned or controlled by MART, including MART Limited Partnership (the "Operating
Partnership").
Description of Business
The Company is a fully integrated, self-administered real estate investment
trust which owns, acquires, develops, redevelops, leases and manages primarily
neighborhood or community shopping centers in the Middle Atlantic region of the
United States.
The Company has an equity interest in 38 operating shopping centers, 33 of
which are wholly owned by the Company and five in which the Company has
interests ranging from 50% to 93%, as well as other commercial properties. The
Company also owns approximately 81 acres of undeveloped land in parcels varying
in size from three to thirty-four acres.
All of MART's interests in properties are held directly or indirectly by,
and all of its operations relating to the properties are conducted through, the
Operating Partnership. Subject to certain conditions, units of partnership
interest in the Operating Partnership ("Units") may be exchanged by the limited
partners for cash or, at the option of MART, the obligation may be assumed by
MART and paid either in cash or in common shares of beneficial interest in MART
on a one-for-one basis. MART controls the Operating Partnership as the sole
general partner, and owns approximately 80% of the Units at March 31, 2001.
Consolidated Financial Statements
The accompanying consolidated financial statements have been prepared in
accordance with the instructions for Form 10-Q and, therefore, do not include
all of the information necessary for a fair presentation of financial condition,
results of operations and cash flows in accordance with generally accepted
accounting principles. The financial statements have been prepared using the
accounting policies described in the Company's 2000 annual report on Form 10-K.
The consolidated balance sheet as of March 31, 2001, the consolidated statements
of operations and cash flows for the three month periods ended March 31, 2001
and March 31, 2000 have been prepared by the Company without audit. In the
opinion of management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of
operations and cash flows have been included. The results of operations for the
period ended March 31, 2001 are not necessarily indicative of the operating
results for the full year. Certain amounts for 2000 have been reclassified to
conform to presentation in 2001.
Segment Information
The Company's only reportable segment is Shopping Centers. This segment includes
the operation and management of shopping center properties, and revenues are
derived primarily from rents and services to tenants. These properties are
managed separately from the other property types owned by the Company because
they require different operating strategies and management expertise.
Segment operating results are measured and assessed based on a performance
measure known as Funds from Operations ("FFO"). FFO is defined as net earnings
(computed in accordance with generally accepted accounting principles),
excluding cumulative effects of changes in accounting principles, extraordinary
items and gains or losses from sales of operating properties, plus depreciation
and amortization, and after adjustments to record unconsolidated partnerships
and joint ventures on the same basis. FFO is not a measure of operating results
or cash flows from operating activities as measured by generally accepted
accounting principles, is not necessarily indicative of cash available to fund
cash needs and should not be considered an alternative to cash flows as a
measure of liquidity.
5
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements - Continued
(UNAUDITED)
Operating results for the segments are summarized as follows:
Three months ended March 31,
2001 2000
- - -------------------------------------------------------------------------------------------------------------------------
Shopping All Shopping All
Centers Other Total Centers Other Total
- - -------------------------------------------------------------------------------------------------------------------------
Revenues $ 14,726,785 519,303 15,246,088 13,409,927 499,454 13,909,381
Expenses, exclusive of
depreciation and
amortization of property
and improvements 8,177,793 212,894 8,390,687 7,443,098 208,210 7,651,308
Minority Interest 917,248 9,784 927,032 829,854 (3,279) 826,575
-----------------------------------------------------------------------------------------
FFO $ 5,631,744 296,625 5,928,369 5,136,975 294,523 5,431,498
=========================================================================================
A reconciliation of FFO reported above to earnings from operations in the
financial statements is summarized as follows:
Three months ended March 31,
2001 2000
- - --------------------------------------------------------------------------------
Operating results:
FFO $ 5,928,369 5,431,498
Depreciation and
amortization of
property and
improvements 2,633,705 2,504,492
--------------------------------------------------
Earnings from operations $ 3,294,664 2,927,006
==================================================
Earnings Per Share
Basic earnings per share ("EPS") is computed by dividing earnings available to
common shareholders by the weighted average number of common shares outstanding.
Diluted EPS is computed after adjusting the numerator and denominator of the
basic EPS computation for the effects of all dilutive potential common shares
outstanding during the period. The dilutive effects of convertible securities
are computed Lusing the "if-converted" method and the dilutive effects of
options, warrants and their equivalents (including fixed awards and nonvested
shares issued under share-based compensation plans) are computed using the
"treasury stock" method.
6
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements - Continued
(UNAUDITED)
The following table sets forth information relating to the computation of basic
and diluted earnings per share:
Three months ended March 31,
2001 2000
- - ----------------------------------------------------------------------------------------------------------------------------------
Numerator:
Net earnings $ 3,294,664 2,927,006
Dividends on unvested restricted share awards (70,082) (67,866)
----------------------------------
Numerator for basic earnings per share--earnings available to common shareholders 3,224,582 2,859,140
Interest on subordinated debentures 254,864 -
----------------------------------
Numerator for diluted earnings per share--earnings available to common shareholders 3,479,446 2,859,140
==================================
Denominator: (1)
Denominator for basic earnings per share--weighted average shares outstanding 13,679,638 13,560,516
Effect of dilutive securities:
Debentures 1,187,661 -
Unvested portion of restricted share awards and share options 72,090 2,567
-----------------------------------
Denominator for diluted earnings per share--adjusted weighted average shares 14,939,389 13,563,083
===================================
<FN>
(1) Effects of potentially dilutive securities are presented only in periods in
which they are dilutive. At March 31, 2001, the convertible subordinated
debentures, if converted, would produce an additional 816,762 shares and
the Units, if exchanged, would produce an additional 3,339,099 shares.
</FN>
Convertible Subordinated Debentures
Effective September 11, 1993, the Company issued $60,000,000 of convertible
subordinated debentures at 7.625% scheduled to mature in September 2003.
Interest on the debentures is paid semi-annually on March 15 and September 15.
The debentures are convertible, unless previously redeemed, at any time prior to
maturity into common shares of beneficial interest of the Company at $10.50 per
share, subject to certain adjustments. The balance of the debentures, at March
31, 2001, of $8,576,000, if fully converted, would produce an additional 816,762
shares. The debentures are redeemable by the Company at any time at 100% of the
principal amount thereof, together with accrued interest. The debentures are
subordinate to all mortgages payable.
7
MID-ATLANTIC REALTY TRUST
Management's Discussion And Analysis
Of Financial Condition And Results Of Operations
The following discussion and analysis of operating results covers each of the
Company's business segments for the three month periods ended March 31, 2001 and
March 31, 2000.
Management believes that a segment analysis provides the most effective
means of understanding the business. Segment data are reported using the
accounting policies followed by the Company for internal reporting to
management. These policies are the same as those used for external reporting.
Portfolio Changes
The operating results of shopping center properties are affected significantly
by acquisition and disposition transactions and openings of newly developed or
redeveloped properties. Information related to shopping center acquisitions,
dispositions and developments/redevelopments completed during 2001 and 2000 is
summarized in the following table:
Transaction or
Property Opening Date
- - ------------------------------------------------------
Acquisitions
- - ------------
Fullerton Plaza Shopping Center March 2000
Stonehedge Square Shopping Center February 2000
Development/Redevelopment
- - -------------------------
Waverly Woods Shopping Center March 2001
Security Square Shopping Center February 2001
Burke Town Plaza Shopping Center December 2000
Glen Burnie Village Shopping Center November 2000
Rosedale Plaza Shopping Center August 2000
Comparison of three months ended March 31, 2001 to three months ended March 31,
2000
Shopping Center Properties
Operating results are summarized as follows (in thousands):
Three months ended March 31,
2001 2000
- - ------------------------------------------------------------------------------------------------------------
Revenues $14,727 $13,410
Operating and interest expenses, exclusive of depreciation and amortization 8,178 7,443
Depreciation and amortization 2,521 2,384
Minority interest 917 830
---------------------------
Earnings from operations $ 3,111 $ 2,753
===========================
Revenues from shopping centers increased by $1,317,000 in 2001 due
primarily to the operations of the properties acquired in 2000 ($312,000), the
development/redevelopment projects opened in 2001 and 2000 ($710,000) and other
net rental and occupancy changes.
8
MID-ATLANTIC REALTY TRUST
Management's Discussion And Analysis
Of Financial Condition And Results Of Operations - Continued
Shopping Center Properties (continued)
Operating and interest expenses (exclusive of depreciation and
amortization) for shopping center properties increased by $735,000 in 2001 due
primarily to the acquisitions and development/redevelopments referred to above
($355,000). Depreciation and amortization expense increased by $137,000 in 2001
due primarily to the acquisitions and redevelopments referred to above.
All Other Properties
Operating results are summarized as follows (in thousands):
Three months ended March 31,
2001 2000
- - -------------------------------------------------------------------------------------------------------------
Revenues $ 519 $ 449
Operating and interest expenses, exclusive of depreciation and amortization 213 208
Depreciation and amortization 113 120
Minority interest 10 (3)
Earnings from operaitons ---------------------------
$ 183 $ 174
===========================
Funds from Operations
The Company uses a supplemental performance measure along with net earnings to
report its operating results. This measure is referred to as Funds from
Operations ("FFO"). FFO is defined by the National Association of Real Estate
Investment Trusts, Inc. (NAREIT) as net earnings computed in accordance with
GAAP, excluding cumulative effects of changes in accounting principles,
extraordinary items and gains or losses on sales of properties, plus
depreciation and amortization, and after adjustments to record unconsolidated
partnerships and joint ventures on the same basis. FFO does not represent cash
flows from operations as defined by GAAP. FFO is not indicative that cash flows
are adequate to fund all cash needs and should not be considered as an
alternative to cash flows as a measure of liquidity. The Company's FFO may not
be comparable to the FFO of other REIT's because they may not use the current
NAREIT definition or they may interpret the definition differently.
FFO was $5,928,000 and $5,431,000 for the three months ended March 31, 2001 and
2000, respectively. The reasons for significant changes in revenues and expenses
comprising FFO by segment are described above.
Liquidity and Capital Resources
The Company had cash and cash equivalents of $114,972 at March 31, 2001.
Net cash provided by operating activities was $9,398,000 and $6,751,000 in
the three months ended March 31, 2001 and 2000, respectively. The change in cash
provided by operating activities was due in part to the factors discussed above
in the comparisons of operating results. The level of net cash provided by
operating activities is also affected by the timing of receipt of revenues and
the payment of operating and interest expenses.
Net cash used in investing activities decreased by $9,184,000 to $8,445,000
in 2001 from $17,629,000 in 2000. The Company acquired two properties for
approximately $10,000,000 in 2000. There were no property acquisitions in 2001.
The decrease in cash used for acquisitions was particularly offset by higher
levels of development and redevelopment activity in 2001.
Net cash used by financing activities was $948,000 in 2001 and net cash
provided by financing activities was $11,886,000 in 2000. Financing activities
provided cash in 2000 due primarily to the use of credit line borrowings to
finance property acquisitions. The effect of the higher credit line borrowings
in 2000 ($15,100,000) was partially offset by higher share repurchases
($2,158,000).
9
MID-ATLANTIC REALTY TRUST
Management's Discussion And Analysis
Of Financial Condition And Results Of Operations - Continued
Cautionary Disclosure Relating to Forward Looking Statements
Statements made in this document include forward looking statements under the
federal securities laws. Statements that are not historical in nature, including
the words "anticipate," "estimate," "should," "expect," "believe," "intend," and
similar expressions are intended to identify forward looking statements. While
these statements reflect the Company's good faith beliefs based on current
expectations, estimates and projections about (among other things) the industry
and the markets in which the Company operates, they are not guarantees of future
performance, involve known and unknown risks and uncertainties that could cause
actual results to differ materially from those in the forward looking
statements, and should not be relied upon as predictions of future events.
Factors which could impact future results include (among other things) general
economic conditions, local real estate conditions, oversupply of available
space, financial condition of tenants, timely ability to lease or re-lease space
upon favorable economic terms, agreements with anchor tenants, interest rates,
availability of financing, competitive factors, and similar considerations. The
Company disclaims any obligation to publicly update or revise any forward
looking statement, whether as a result of new information, future events or
otherwise. For a discussion of risks and uncertainties that could cause actual
results to differ materially from those contained in the forward looking
statements, see "Risk Factors" filed as Exhibit 99.1 to the Company's Form 10-K.
Item 3. Quantitative and Qualitative Disclosures about Market Risk- There have
been no material changes in the Company's market risk information since December
31, 2000.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings - In the ordinary course of business, the Company is
involved in legal proceedings. However, there are no material legal proceedings
pending against the Company.
Item 2. Changes in Securities and Use of Proceeds - None
Item 3. Defaults upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information -
Summary Financial Data
The following sets forth summary financial data which has been prepared by the
Company without audit. Management believes the following data should be used as
a supplement to the historical statements of operations. The data should be read
in conjunction with the historical financial statements and the notes thereto
for MART.
10
MID-ATLANTIC REALTY TRUST
Summaary Financial Data
(In thousands, except share
data and per share data)
Three months ended March 31,
-----------------------------------------
2001 2000
-----------------------------------------
Revenues $ 15,246 13,909
=========================================
Net earnings $ 3,294 2,927
=========================================
=========================================
Net earnings per share - basic $ 0.24 0.21
=========================================
=========================================
Net earnings per share - diluted $ 0.23 0.21
=========================================
Total assets $ 374,195 348,673
Indebtedness-
Total mortgages, convertible debentures, construction
loans, notes and loans payable $ 231,482 210,029
=========================================
Funds from Operations (FFO) - (1) $ 5,928 5,431
=========================================
Net cash flow:
Provided by operating activities $ 9,398 6,751
Used in investing activities $ (8,445) (17,629)
Provided (used) by financing activities $ (948) 11,886
=========================================
Cash dividends paid per share $ 0.28 0.27
=========================================
Weighted average number of shares outstanding - EPS:
Basic 13,679,638 13,560,516
Diluted 14,939,389 13,563,083
=========================================
RECONCILIATION OF NET EARNINGS TO FFO
Net earnings $ 3,294 2,927
Depreciation 2,634 2,504
-----------------------------------------
FFO $ 5,928 5,431
=========================================
(1) The Company believes that Funds from Operations (FFO) provides relevant and
meaningful information about its operating performance that is necessary, along
with net earnings, for an understanding of its operating results. Funds from
Operations is defined by the National Association of Real Estate Investment
Trusts, Inc. (NAREIT) as net earnings (computed in accordance with generally
accepted accounting principles), excluding cumulative effects of changes in
accounting principles, extraordinary items and gains or losses on sales of
properties, plus depreciation and amortization, and after adjustments to record
unconsolidated partnerships and joint ventures on the same basis. FFO does not
represent cash flows from operations as defined by generally accepted accounting
principles (GAAP). FFO is not indicative that cash flows are adequate to fund
all cash needs and should not be considered as an alternative to cash flows as a
measure of liquidity. The Company's FFO may not be comparable to the FFO of
other REIT's because they may not use the current NAREIT definition or they may
interpret the definition differently.
Item 6. Exhibits and Reports on Form 8-K
Form 8-K filed April 30, 2001 reporting selected financial information.
11
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
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.
MID-ATLANTIC REALTY TRUST AND
SUBSIDIARIES
(Registrant)
Date: 04/30/01 /s/ F. Patrick Hughes
---------------------
F. Patrick Hughes
President and Chief Executive Officer
Date: 04/30/01 /s/ Janice C. Robinson
---------------------
Janice C. Robinson
Vice President and Controller
12