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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MARCH 20, 2007
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AMERICAN MORTGAGE ACCEPTANCE COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
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MASSACHUSETTS
(STATE OR OTHER JURISDICTION OF INCORPORATION)
0-23972 13-6972380
(COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NUMBER)
625 MADISON AVENUE, NEW YORK, NY 10022
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 317-5700
NOT APPLICABLE
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
---------------------------------------------
On March 20, 2007, American Mortgage Acceptance Company ("AMAC" or the
"Company") (AMEX: AMC) released a press release announcing its financial results
for the fourth quarter and year ended December 31, 2006. A copy of this press
release is attached to this Current Report as Exhibit 99.1 and incorporated
herein by reference.
The information included in this Current Report, including the information
included in Exhibit 99.1 attached hereto, is intended to be furnished pursuant
to "Item 2.02. Disclosure of Results of Operations and Financial Condition" and
not deemed to be "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 ("Securities Act") or
the Exchange Act, or otherwise subject to the liabilities of that Section of
Sections 11 and 12 (a) (2) of the Securities Act.
ITEM 9.01. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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(a). Financial Statements
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Not Applicable
(b). Pro Forma Financial Information
-------------------------------
Not Applicable
(c). Exhibits
--------
99.1 Press Release dated March 20, 2007, "American Mortgage Acceptance Company
Reports Fourth Quarter and Year-End Financial Results For 2006".
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
American Mortgage Acceptance Company
(Registrant)
BY: /s/ Robert L. Levy
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Robert L. Levy
Chief Financial Officer
March 20, 2007
AT THE COMPANY
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Brenda Abuaf, Corporate Communications
(800) 831-4826
AMERICAN MORTGAGE ACCEPTANCE COMPANY
REPORTS FOURTH QUARTER AND YEAR-END FINANCIAL RESULTS FOR 2006
NEW YORK, NY - MARCH 20, 2007 - American Mortgage Acceptance Company ("AMAC" or
the "Company") (AMEX: AMC) today announced financial results for the fourth
quarter and year ended December 31, 2006.
FINANCIAL RESULTS
The table below summarizes AMAC's revenues, Funds from Operations ("FFO") and
net income for the three and twelve months ended December 31, 2006 and 2005.
AMAC's FFO and net income for the three and twelve months ended December 31,
2006 were impacted by the change in the fair value of derivative instruments,
net of certain associated costs. Therefore, the Company is reporting FFO and net
income both excluding ("adjusted") and including these changes and costs.
THREE MONTHS ENDED TWELVE MONTHS ENDED
DECEMBER 31, DECEMBER 31,
---------------------- ---------------------
(In thousands, except per share data) 2006 2005 2006 2005
-------- -------- -------- --------
Revenues $ 12,003 $ 7,638 $ 38,628 $ 33,863
FFO* $ (5,496) $ 3,378 $ 4,128 $ 17,624
Adjusted FFO* $ (8,340) $ 3,378 $ 9,539 $ 17,624
Net Income $ (5,931) $ 2,027 $ 2,687 $ 15,235
Adjusted Net Income $ (8,775) $ 2,027 $ 8,098 $ 15,235
Per Share Data (diluted):
FFO* $ (0.66) $ 0.41 $ 0.50 $ 2.12
Adjusted FFO* $ (0.99) $ 0.41 $ 1.15 $ 2.12
Net Income $ (0.71) $ 0.24 $ 0.32 $ 1.83
Adjusted Net Income $ (1.05) $ 0.24 $ 0.97 $ 1.83
* See footnotes (1) and (3) on page 4 to the Selected Financial Data for a
discussion of FFO and AFFO and a reconciliation from GAAP net income.
INVESTMENT ACTIVITY
In the fourth quarter of 2006, a subsidiary of AMAC originated first mortgage,
mezzanine and bridge loans and subordinated notes totaling approximately $211.6
million, bringing its total origination for the twelve months of 2006 to
approximately $503.9 million. These investments and loans are secured by
multifamily, office, hotel and retail properties.
MANAGEMENT CONFERENCE CALL
Management will conduct a conference call today at 10:00 a.m. Eastern Time to
review the Company's fourth quarter and year-end financial results for the
period ended December 31, 2006. Investors, brokers, analysts, and shareholders
wishing to participate should call (800) 238-9007. A webcast of the presentation
will be available live and can be accessed through the Company's website,
WWW.AMERICANMORTGAGECO.COM. To listen to the presentation via webcast, please go
to the website's "Investor Relations" section at least 15 minutes prior to the
start of the presentation. For interested individuals unable to join the
conference call, a replay of the call will be available through Saturday, March
24, 2007 at (888) 203-1112 (Passcode 8958428) or on AMAC's website,
www.americanmortgageco.com, through Wednesday, June 20, 2007.
SUPPLEMENTAL FINANCIAL INFORMATION
For more detailed financial information, please access the Supplemental
Financial Package, which is available in the Investor Relations section of the
AMAC website at www.americanmortgageco.com.
ABOUT THE COMPANY
AMAC is a real estate investment trust that specializes in multifamily and
commercial real estate finance. AMAC originates and acquires first mortgage,
mezzanine and bridge loans secured by properties throughout the United States.
For more information, please visit our website at
http://www.americanmortgageco.com or contact the Investor Relations Department
directly at (800) 831-4826.
AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(In thousands, except per share amounts)
=========== ===========
December 31, December 31,
2006 2005
----------- -----------
Balance Sheet Highlights
TOTAL ASSETS $720,984 $400,723
======== ========
CDO notes payable $362,000 $ --
======== ========
Debt Facilities:
Debt Securities repurchase facilities $ 79,427 $209,101
======== ========
Mortgage loan repurchase facility $ 84,149 $ --
======== ========
Warehouse facility $ -- $ 4,070
======== ========
Line of credit - related party $ 15,000 $ --
======== ========
Mortgages payable on real estate owned $ 39,944 $ 40,487
======== ========
Preferred shares of subsidiary
(subject to mandatory repurchase) $ 25,000 $ 25,000
======== ========
TOTAL LIABILITIES $635,976 $286,540
======== ========
TOTAL SHAREHOLDERS' EQUITY $ 85,008 $114,183
======== ========
===========================================
Three Months Ended Twelve Months Ended
December 31, December 31,
-------------------------------------------
2006 2005 2006 2005
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Income Statement Highlights
Total revenues $12,003 $ 7,638 $38,628 $33,863
======= ======= ======= =======
Net income $(5,931) $ 2,027 $ 2,687 $15,235
======= ======= ======= =======
Adjusted net income (1) $(8,775) $ 2,027 $ 8,098 $15,235
======= ======= ======= =======
Net income per share
(basic and diluted) $ (0.71) $ 0.24 $ 0.32 $ 1.83
======= ======= ======= =======
Adjusted net income per share
(basic and diluted) (1) $ (1.05) $ 0.24 $ 0.97 $ 1.83
======= ======= ======= =======
Weighted average shares outstanding
Basic 8,377 8,307 8,323 8,316
======= ======= ======= =======
Diluted 8,392 8,307 8,330 8,317
======= ======= ======= =======
(1) Adjusted net income excludes the change in fair value of derivative
instruments, net of certain associated costs.
AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(In thousands, except per share amounts)
Funds from Operations ("FFO")(1), as calculated in accordance with the National
Association of Real Estate Investment Trusts ("NAREIT") definition, for the
three and twelve months ended December 31, 2006 and 2005, is summarized in the
following table:
======================================================
Three Months Ended Twelve Months Ended
December 31, December 31,
------------------------------------------------------
2006 2005 2006 2005
------------------------------------------------------
Net Income $ (5,931) $ 2,027 $ 2,687 $ 15,235
Depreciation of real property(2) 337 1,351 1,671 2,389
Loss (gain) on sale of real property(2) 98 -- (230) --
--------- --------- --------- ---------
FFO $ (5,496) $ 3,378 $ 4,128 $ 17,624
========= ========= ========= =========
Adjusted FFO(3) $ (8,340) $ 3,378 $ 9,539 $ 17,624
========= ========= ========= =========
Cash flows from operating activities $ (644) $ 2,998 $ 8,290 $ 18,049
========= ========= ========= =========
Cash flows from investing activities $(129,081) $ 2,745 $(320,856) $ (64,512)
========= ========= ========= =========
Cash flows from financing activities $ 125,035 $ (11,488) $ 308,905 $ 55,003
========= ========= ========= =========
FFO per share (basic and diluted) $ (0.66) $ 0.41 $ 0.50 $ 2.12
========= ========= ========= =========
Adjusted FFO per share(3)
(basic and diluted) $ (0.99) $ 0.41 $ 1.15 $ 2.12
========= ========= ========= =========
Weighted average shares outstanding
Basic 8,377 8,307 8,323 8,316
========= ========= ========= =========
Diluted 8,392 8,307 8,330 8,317
========= ========= ========= =========
(1) FFO represents net income or loss (computed in accordance with generally
accepted accounting principles ("GAAP")), excluding gains (or losses) from
sales of property, excluding depreciation and amortization relating to real
property and including funds from operations for unconsolidated joint
ventures calculated on the same basis. AMAC calculates FFO in accordance
with the NAREIT definition. FFO does not represent cash generated from
operating activities in accordance with GAAP and is not necessarily
indicative of cash available to fund cash needs. FFO should not be
considered as an alternative to net income as an indicator of our operating
performance or as an alternative to cash flows as a measure of liquidity.
Our management considers FFO a supplemental measure of operating
performance, and, along with cash flows from operating activities,
financing activities, and investing activities, it provides investors with
an indication of the ability of the Company to incur and service debt, to
make capital expenditures, and to fund other cash needs. Since not all
companies calculate FFO in a similar fashion, our calculation, presented
above, may not be comparable to similarly titled measures reported by other
companies.
(2) Includes properties classified as held for sale, which is included in
discontinued operations in our consolidated statements of income.
(3) Adjusted FFO excludes the change in fair value of derivative instruments,
net of certain associated costs.
###
Certain statements in this document may constitute forward-looking statements
within the meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These statements are based on management's
current expectations and beliefs and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements. These risks and uncertainties are
detailed in AMAC's most recent Annual Report on Form 10-K and in its other
filings with the Securities and Exchange Commission and include, among others,
risks of investing in uninsured and non-investment grade mortgage assets and
subordinated Commercial Mortgage-Backed Securities ("CMBS"); competition in
acquiring desirable investments; interest rate fluctuations; risks associated
with hedging transactions, which can limit gains and increase exposure to loss;
risks associated with investments in real estate generally and the properties
which secure many of our investments; general economic conditions, particularly
as they affect the value of our assets and the credit status of our borrowers;
dependence on our external Advisor for all services necessary for our
operations; conflicts which may arise among us and other entities affiliated
with our Advisor which have similar investment policies to ours; risks
associated with the repurchase agreements we utilize to finance our investments
and the availability of financing generally; and risks associated with our
contemplated CDO transactions, which include, but are not limited to, the
inability to acquire eligible investments for a CDO issuance and the inability
to find suitable replacement investments in collateralized debt obligations with
reinvestment periods. Such forward-looking statements speak only as of the date
of this document. AMAC expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in AMAC's expectations with regard
thereto or change in events, conditions, or circumstances on which any such
statement is based.
###