FORM 10-Q/A
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(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, 2002
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or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file Number 1-12286
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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 Offices) (Zip Code)
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
------ ------
17,423,909 Common Shares were outstanding as of April 24, 2002.
This 10-Q/A is being filed to correct a typographical error in Part I, Item 1 in
the Consolidated Statements of Operations (Unaudited) under the caption "Minimum
Rents" for the three months ended March 31, 2002.
1
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 ANALYSIS 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
2
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
Consolidated Balance Sheets
As of
March 31, 2002 December 31, 2001
- ------------------------------------------------------------------------------------------------------------------------------------
(UNAUDITED)
ASSETS
Properties:
Operating properties $ 442,193,002 441,313,588
Less accumulated depreciation and amortization 84,339,264 81,465,520
------------------------------------------
357,853,738 359,848,068
Properties in development 18,659,030 16,010,962
Properties held for development or sale 3,288,171 3,288,171
------------------------------------------
379,800,939 379,147,201
Cash and cash equivalents 5,568,581 2,602,202
Notes and accounts receivable - tenants and other 1,930,642 2,304,973
Prepaid expenses and deposits 2,584,864 3,270,013
Deferred financing costs, net 2,114,741 2,239,174
------------------------------------------
$ 391,999,767 389,563,563
==========================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Accounts payable and accrued expenses $ 9,254,634 9,269,339
Notes payable 22,000,000 42,500,000
Construction loans payable 16,127,316 24,387,289
Mortgages payable 173,200,831 170,270,077
Convertible subordinated debentures 4,524,000 4,784,000
Deferred income 916,154 938,596
------------------------------------------
226,022,935 252,149,301
------------------------------------------
Minority interest in consolidated joint ventures 32,184,733 32,819,374
------------------------------------------
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 17,229,392 and 15,103,221 shares, respectively 172,294 151,032
Additional paid-in capital 168,154,399 138,267,358
Distributions in excess of accumulated earnings (34,534,594) (33,823,502)
------------------------------------------
133,792,099 104,594,888
------------------------------------------
------------------------------------------
$ 391,999,767 389,563,563
==========================================
See accompanying notes to consolidated financial statements.
3
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
Consolidated Statements of Operations
(UNAUDITED)
Three months ended March 31,
2002 2001
- ------------------------------------------------------------------------------------------
REVENUES:
Minimum rents $ 12,710,274 12,243,276
Percentage rents 356,732 335,841
Tenant recoveries 2,653,081 2,451,465
Other 175,461 215,506
-----------------------------------
15,895,548 15,246,088
-----------------------------------
EXPENSES:
Interest 4,194,271 4,356,003
Depreciation and amortization
of property and improvements 2,906,469 2,633,705
Operating 3,433,282 3,223,968
General and administrative 718,914 810,716
-----------------------------------
11,252,936 11,024,392
-----------------------------------
EARNINGS FROM OPERATIONS BEFORE MINORITY INTEREST 4,642,612 4,221,696
-----------------------------------
Minority interest (864,472) (927,032)
-----------------------------------
NET EARNINGS $ 3,778,140 3,294,664
===================================
-----------------------------------
NET EARNINGS PER SHARE - BASIC $ 0.24 0.24
===================================
-----------------------------------
NET EARNINGS PER SHARE - DILUTED $ 0.24 0.23
===================================
See accompanying notes to consolidated financial statements.
4
MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(UNAUDITED)
Three months ended March 31,
2002 2001
------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 3,778,140 3,294,664
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 2,906,469 2,633,705
Minority interest in earnings 864,472 927,032
Amortization of deferred financing costs 150,067 128,658
Changes in operating assets and liabilities:
Decrease in assets 1,059,480 1,558,796
Increase (decrease) in liabilities (37,147) 612,126
Other, net 91,796 34,316
----------------------------------------
Total adjustments 5,035,137 5,894,633
----------------------------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 8,813,277 9,189,297
----------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to properties (3,521,981) (7,375,634)
Payments to minority partners (1,187,503) (1,069,021)
----------------------------------------
NET CASH USED BY INVESTING ACTIVITIES (4,709,484) (8,444,655)
----------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable 30,000,000 26,500,000
Principal payments on notes payable (50,500,000) (23,000,000)
Proceeds from mortgages payable 10,700,000 -
Principal payments on mortgages payable (7,769,246) (688,498)
Proceeds from construction loans payable 2,800,000 -
Principal payments on construction loans payable (11,059,973) -
Deferred interest on construction loans payable - 208,314
Deferred financing costs (18,472) (4,825)
Proceeds from exercise of share options 614,692 165,332
Net proceeds from sale of common shares 28,584,817 -
Dividends paid (4,489,232) (3,919,679)
----------------------------------------
NET CASH USED BY FINANCING ACTIVITIES (1,137,414) (739,356)
----------------------------------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 2,966,379 5,286
CASH AND CASH EQUIVALENTS, beginning of period 2,602,202 109,686
----------------------------------------
CASH AND CASH EQUIVALENTS, end of period $ 5,568,581 114,972
========================================
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Conversion of subordinated debentures, net of deferred
financing costs $ 257,982 4,444,474
Conversion of Operating Partnership Units 311,610 520,578
========================================
See accompanying notes to consolidated financial statements.
5
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 of America.
The Company has an equity interest in 39 operating shopping centers, 33 of which
are wholly owned by the Company and six in which the Company has interests
ranging from 50% to 93%, as well as other commercial properties. The Company
also owns approximately 78 acres of undeveloped land parcels varying in size
from three to thirty-one 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 85% of the Units at March 31, 2002.
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 accounting principles
generally accepted in the United States of America. The financial statements
have been prepared using the accounting policies described in the Company's 2001
annual report on Form 10-K. The consolidated balance sheets as of March 31,
2002, the consolidated statements of operations and cash flows for the three
month periods ended March 31, 2002 and March 31, 2001 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, 2002 are not necessarily
indicative of the operating results for the full year.
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 accounting principles generally accepted in the
United States of America), 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 accounting principles generally accepted in the United States of America, 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.
6
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements - Continued
(UNAUDITED)
Operating results for the segments are summarized as follows for the three month periods ended March 31, 2002 and March 31, 2001:
Three months ended March 31,
2002 2001
- -----------------------------------------------------------------------------------------------------------------------
Shopping All Shopping All
Centers Other Total Centers Other Total
- -----------------------------------------------------------------------------------------------------------------------
Revenues $ 15,338,670 556,878 15,895,548 14,726,785 519,303 15,246,088
Expenses, exclusive of
depreciation and
amortization of property
and improvements 8,138,186 208,281 8,346,467 8,177,793 212,894 8,390,687
Minority Interest 846,247 18,225 864,472 917,248 9,784 927,032
------------------------------------------------------------------------------------------
FFO $ 6,354,237 330,372 6,684,609 5,631,744 296,625 5,928,369
==========================================================================================
A reconciliation of FFO reported above to net earnings in the financial statements is summarized as follows:
Three months ended March 31,
2002 2001
- -----------------------------------------------------------------------
Operating results:
FFO $ 6,684,609 5,928,369
Depreciation and
amortization of
property and
improvements 2,906,469 2,633,705
---------------------------------------
Net earnings $ 3,778,140 3,294,664
=======================================
7
MID-ATLANTIC REALTY TRUST
Notes To Consolidated Financial Statements - Continued
(UNAUDITED)
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 using 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.
The following table sets forth information relating to the computation of basic
and diluted earnings per share:
Three months ended March 31,
2002 2001
---- ----
Numerator:
Net earnings $ 3,778,140 3,294,664
Dividends on unvested restricted share awards (62,519) (70,082)
-----------------------------
Numerator for basic earnings per share-earnings available to common shareholders 3,715,621 3,224,582
Interest on subordinated debentures 90,430 254,864
-----------------------------
Numerator for diluted earnings per share-earnings available to common shareholders $ 3,806,051 3,479,446
=============================
Denominator: (1)
Denominator for basic earnings per share--weighted average shares outstanding 15,427,779 13,679,638
Effect of dilutive securities:
Debentures 445,291 1,187,661
Unvested portion of restricted share awards and share options 114,720 72,090
-----------------------------
Denominator for diluted earnings per share--adjusted weighted and average shares 15,987,790 14,939,389
=============================
<FN>
(1) Effects of potentially dilutive securities are presented only in periods in
which they are dilutive. At March 31, 2002, the convertible subordinated
debentures, if converted, would produce an additional 430,857 shares and the
Units, if exchanged, would produce an additional 3,008,532 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, 2002, of $4,524,000, if fully converted, would produce an additional 430,857
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.
Sale of Common Shares of Beneficial Interest
On March 12, 2002, the Company completed the public offering and sale of
2,000,000 common shares of beneficial interest at a price of $15.10 per share.
The net proceeds of the sale of approximately $28,585,000 were used to repay one
mortgage loan and pay down the line of credit. On April 4, 2002, an additional
300,000 shares were sold at the same price upon exercise of the underwriters'
over-allotment option. The net proceeds of this sale of approximately $4,298,000
were also used to pay down the line of credit.
8
Part I. FINANCIAL INFORMATION
ITEM 2.
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, 2002 and
March 31, 2001.
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 and
developments/redevelopments completed during 2002 and 2001 is summarized in the
following table:
Transacting or
Property Opening Date
- ------------------------------------------------------
Acquisitions
- ------------
Pottstown Plaza Shopping Center October 2001
Development/Redevelopment
- -------------------------
Waverly Woods Shopping Center March 2001
Security Square Shopping Center February 2001
Comparison of three months ended March 31, 2002 to three months ended March 31, 2001:
Shopping Center Properties
Operating results are summarized as follows (in thousands):
Three months ended March 31,
2002 2001
---- ----
Revenues $ 15,339 14,727
Operating and interest expenses, exclusive of depreciation and amortization 8,138 8,178
Depreciation and amortization 2,789 2,521
Minority interest 846 917
------------------------
Earnings from operations $ 3,566 3,111
========================
Revenues from shopping centers increased by $612,000 in 2002 due primarily
to the operations of the property acquired in 2001 and development/redevelopment
projects opened in 2001, $1,038,000. This increase was partially offset by the
effects of redevelopment at Smoketown Plaza Shopping Center, $131,000, and other
net rental and occupancy changes $295,000.
Operating and interest expenses (exclusive of depreciation and
amortization) for shopping center properties decreased by $40,000 in 2002.
Increases in operating expenses, due primarily to the operations of property
acquired in 2001 and development/redevelopment projects opened in 2001,
$628,000, were offset by a decrease in interest expense due to lower rates on
variable rate debt and the effects of debt refinancings and retirements.
Depreciation and amortization expense increased by $268,000 in 2002 due
primarily to the acquisitions and development/redevelopment projects referred to
above.
9
MID-ATLANTIC REALTY TRUST
Management's Discussion And Analysis
Of Financial Condition And Results Of Operations - Continued
All Other Properties
Operating results are summarized as follows (in thousands):
Three months ended March 31,
2002 2001
- -----------------------------------------------------------------------------------------------------------------------
Revenues $ 557 519
Operating and interest expenses, exclusive of depreciation and amortization 208 213
Depreciation and amortization 118 113
Minority interest 18 10
------------------------------
Earnings from operations $ 213 183
==============================
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
accounting principles generally accepted in the United States of America (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 $6,685,000 and $5,928,000 for the three months ended March 31, 2002 and
2001, respectively. The reasons for significant changes in revenues and expenses
comprising FFO by segment are described above.
Liquidity and Capital Resources
On March 12, 2002, the Company completed the public offering and sale of
2,000,000 common shares of beneficial interest at a price of $15.10 per share.
The net proceeds of the sale of approximately $28,585,000 were used to repay one
mortgage loan and pay down the line of credit. On April 4, 2002, an additional
300,000 shares were sold at the same price upon exercise of the underwriters'
over-allotment option. The net proceeds of this sale of approximately $4,298,000
were also used to pay down the line of credit.
The Company had cash and cash equivalents of $5,568,581 at March 31, 2002.
Net cash provided by operating activities was $8,813,000 and $9,189,000 for
the three months ended March 31, 2002 and 2001, 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 by investing activities decreased by $3,736,000 to $4,709,000
in 2002 from $8,445,000 in 2001. The decrease was due primarily to lower levels
of development/redevelopment activity in 2002.
Net cash used by financing activities increased by $398,000 to $1,137,000
in 2002 from $739,000 in 2001. The increase was primarily a result of higher
levels of net debt principal pay downs of $28,849,000, and an increase in
dividends paid of $570,000, partly offset by the proceeds from sale of common
shares of $28,585,000 and an increase in proceeds from exercise of share options
of $449,000.
10
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, 2001, except that variable rate debt outstanding decreased from $57,998,000
at December 31, 2001 to $29,298,000 at March 31, 2002.
11
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
12
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.
MID-ATLANTIC REALTY TRUST
Summary Financial Data
(in thousands, except share data and per share data)
Three months ended March 31,
------------------------------
2002 2001
------------------------------
Revenues $ 15,896 15,246
------------------------------
Net earnings $ 3,778 3,295
------------------------------
------------------------------
Net earnings per share - basic $ 0.24 0.24
------------------------------
------------------------------
Net earnings per share - diluted $ 0.24 0.23
------------------------------
Total assets $ 392,000 374,195
Indebtedness -
Total mortgages, convertible debentures,
construction loans, notes and loans payable 215,852 231,482
------------------------------
Funds from Operations (FFO) - (1) $ 6,685 5,928
------------------------------
Net cash flow:
Provided by operating activities $ 8,813 9,189
Used by investing activities $ (4,709) (8,445)
Used by financing activities $ (1,137) (739)
------------------------------
Cash dividends paid per share $ 0.2950 0.2825
------------------------------
Weighted average number of shares outstanding - EPS:
Basic 15,427,779 13,679,638
Diluted 15,987,790 14,939,389
------------------------------
RECONCILIATION OF NET EARNINGS TO FFO
Net earnings $ 3,778 3,294
Depreciation and amortization 2,907 2,634
-----------------------------
FFO $ 6,685 5,928
-----------------------------
(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 accounting
principles generally accepted in the United States of America), 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
accounting principles generally accepted in the United States of America (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.
13
Item 6. Exhibits and Reports on Form 8-K
(b) Form 8-K filed April 30, 2002 reporting selected financial
information under Items 7 and 9.
14
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: 04/30/02 /s/ F. Patrick Hughes
------------------------ ----------------------------------------
F. Patrick Hughes
President and Chief Executive Officer
Date: 04/30/02 /s/ Deborah R. Cheek
------------------------ ----------------------------------------
Deborah R. Cheek
Controller