SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8 - K
Current Report
Pursuant To Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) : March 19, 2004
CALPROP CORPORATION
(Exact name of registrant as specified in its charter)
California 1-6844 95-4044835
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
13160 Mindanao Way, Suite 180, Marina Del Rey, California 90292
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(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (310) 306-4314
------------------
Not Applicable
(Former name, former address and former fiscal year, if changed since
last report.)
ITEM 5. OTHER EVENTS.
On March 19, 2004, Calprop Corporation issued a press release announcing its
results of operations for the quarter ended September 30, 2003 and discussing
certain other matters. The press release is filed as an exhibit hereto.
ITEM 7. EXHIBITS.
The following exhibits are filed with this current report on Form 8 - K:
Exhibit No. Description
------------------------
99 Press Release dated March 19, 2004 issued by Calprop Corporation
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.
CALPROP CORPORATION
By: /s/ Mark F. Spiro .
---------------------------------------------
Mark F. Spiro
Vice President/Secretary/Treasurer
(Chief Financial and Accounting Officer)
March 19, 2004
IMMEDIATE RELEASE
Friday, March 19, 2004
CALPROP REPORTS THIRD QUARTER RESULTS
Company Reports $1,193,342 in Losses in the Third Quarter
MARINA DEL REY, CA, March 19, 2004 -- Calprop Corporation (OTCBB:CLPO), a
California and Colorado home builder, today reported that it has incurred net
losses for the three month period and for the nine month period ended September
30, 2003.
"For the three month period and nine month period ended September 30, 2003,
Calprop recognized net losses, respectively, as the Denver Metropolitan markets
continue to show signs of a weakening in housing sales. We closed 64 units this
quarter, leaving our total units in backlog at 11 units, $4,275,000, down 79.0%
from 59 units, $20,400,000 a year ago," said Victor Zaccaglin, Calprop's
chairman and chief executive officer.
"We are presently building two different projects. Regarding our Denver
Metropolitan markets, we have seen a continuing slow down in sales of our homes
in our Bayhill project while our Highridge
2
Court project has improved sales. We have three properties in Southern
California that are under contract, 213 units, and one property in Northern
California, 77 units, that we have acquired. Our focus remains to reduce
overhead and debt, while investigating the opportunity of selling our projects
in order to accelerate the reduction of debt and the increase in shareholder
value," Zaccaglin said.
For the third quarter, Calprop's revenues were $5.6 million, an decrease of
$16,108,558 or 74.3% from $21.7 million of revenues in the third quarter a year
ago. Loss from development operations before recognition of impairment of real
estate was ($27,336) for the third quarter, up $920,470 or 97.1% compared to the
loss from operations before recognition of impairment of real estate of
($947,806) in the same quarter in the prior year. Net loss for the third quarter
of 2003 was ($1,193,342) or ($0.12) per share on 10,239,105 weighted average
shares and common stock equivalents, compared to a net loss of ($4,709,052) or
($0.46) per share on 10,254,005 weighted average shares and common stock
equivalents, in the same quarter a year ago. The majority of the variation is
the result of the recognition of an impairment of real estate under development
in 2002 in the amount of $1,231,948 to the Saddlerock project in Aurora,
Colorado and $1,407,520 to Highridge Court in Thornton, Colorado. These
impairments were incurred due to the slow pace of sales and the resultant
increase in carrying costs, most significantly, financing costs.
For the year-to-date period, revenues were $17.7 million, down 79.4% from
$86.0 million in 2002. Loss from development operations was ($4,988,613) for the
nine months ended September 30, 2003, down $416,895 or 9.1%, compared to a loss
from development operations of ($4,571,718) the same period in the prior year.
The company reported a net loss of ($13,623,590) or ($1.33) per share on
10,238,672 weighted average shares and common stock equivalents, for the nine
months ended September 30, 2003, compared with a loss of ($6,201,449) or ($0.61)
per share on 10,254,005 weighted average shares and common stock equivalents, in
the same period in 2002. The variation in results was driven mainly by the
setting up of a reserve of $6,535,343 against the deferred tax asset in 2003.
Calprop Corporation, based in Marina Del Rey, California, builds quality
homes in some of the most desirable communities in both Northern and Southern
California as well as the Colorado Denver Metropolitan area. The company's
common stock is traded on the OTCBB under the symbol CLPO.
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CALPROP CORPORATION
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Balance Sheets
--------------
(Unaudited)
September 30, December 31,
2003 2002
(Unaudited)
----------------- -----------------
Assets:
Real estate development 13,465,638 24,166,829
Rental property 8,950,000 11,214,659
----------------- -----------------
Total investment in real estate 22,415,638 35,381,488
Other assets:
Cash and cash equivalents 1,054,905 3,444,541
Deferred tax asset -- 6,535,343
Other assets 718,807 713,574
----------------- -----------------
Total other assets 1,773,712 10,693,458
----------------- -----------------
Total assets 24,189,350 46,074,946
================= =================
Liabilities and Stockholders' Equity:
Liabilities of assets held for sale 7,769,035 8,291,256
Trust deeds and notes payable 6,387,610 11,784,923
Related party notes 14,258,709 13,987,634
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Total trust deeds and notes payable 20,646,319 25,772,557
Accounts payable and accrued liabilities 1,835,012 2,374,863
Deposit -- 2,000,000
Warranty reserves 694,600 757,550
------------------ -----------------
Total liabilities 30,944,966 39,196,226
Stockholders' equity:
Common stock, no par value
Authorized - 20,000,000 shares
Issued and outstanding - 10,239,105 and 10,235,305 shares
at September 30, 2003 and December 31, 2002, respectively 10,239,105 10,235,305
Additional paid-in capital 25,850,776 25,849,446
Deferred compensation (28,600) (28,600)
Notes receivable from common stock sale (543,734) (527,858)
Accumulated deficit (42,273,163) (28,649,573)
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Total stockholders' equity (6,755,616) 6,878,720
------------------ -----------------
------------------ -----------------
Total liabilities and stockholders' equity 24,189,350 46,074,946
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CALPROP CORPORATION
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Statements of Operations
------------------------
(Unaudited)
------------------------------- --------------------------------
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------------- --------------------------------
2003 2002 2003 2002
--------------- -------------- --------------- ---------------
Development operations:
Real estate sales 5,569,748 21,678,306 17,734,926 86,028,975
Cost of real estate sales 5,597,084 22,626,112 18,037,389 86,129,000
--------------- -------------- --------------- ---------------
(Loss) income from development operation before (27,336) (947,806) (302,463) (100,025)
recognition of impairment of real estate
--------------- -------------- --------------- ---------------
--------------- -------------- --------------- ---------------
Recognition of impairment of real estate -- (2,639,468) (4,686,150) (4,471,693)
under development
--------------- -------------- --------------- ---------------
(Loss) income from development operations (27,336) (3,587,274) (4,988,613) (4,571,718)
Income from investment in real estate venture -- -- -- 109,253
Other income
Gain on sale of investment in real estate -- -- 2,000,000 --
venture
Interest and miscellaneous 174,254 88,646 306,907 339,827
Management fee -- 10,931 -- 218,113
--------------- -------------- --------------- ---------------
Total other income 174,254 99,577 2,306,907 557,940
--------------- -------------- --------------- ---------------
Other expenses:
General and administrative 307,787 777,491 1,257,560 1,851,936
Interest 438,330 113,642 1,015,846 113,642
--------------- -------------- --------------- ---------------
Total other expenses 746,117 891,133 2,273,406 1,965,578
--------------- -------------- --------------- ---------------
Minority interests -- -- 764 235
(Loss) before income tax expense (599,199) (4,379,830) (4,955,876) (5,870,338)
Income tax expense -- -- 6,535,343 --
--------------- -------------- --------------- ---------------
(Loss) from continuing operations ($599,199) ($4,379,830) (11,491,219) (5,870,338)
--------------- -------------- --------------- ---------------
Discontinued operations:
Loss from discontinued operations (including
impairment of $841,549 and $2,183,865) for the
three and nine months ended September 30, 2003 (594,143) (329,222) (2,132,371) (331,111)
--------------- -------------- --------------- ---------------
Loss from discontinued operations (594,143) (329,222) (2,132,371) (331,111)
--------------- -------------- --------------- ---------------
Net loss ($1,193,342) ($4,709,052) ($13,623,590) ($6,201,449)
Basic net income (loss) per share ($0.12) ($0.46) ($1.33)
=============== ============== =============== ===============
Diluted net income (loss) per share ($0.12) ($0.46) ($1.33) ($0.61)
=============== ============== =============== ===============
Weighted average number of common
shares and common stock equivalents
for dilutive net income 10,239,105 10,254,005 10,238,672 10,254,005
5
Units
single family 12 64 45 233
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total 12 64 45 233
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