Georgia |
58-2328421 | |
(State of other jurisdiction of incorporation) |
(I.R.S. Employer Identification No.) | |
6200 The Corners Parkway, Suite 250, Norcross, Georgia |
30092 | |
(Address of principal executive offices) |
(Zip Code) |
Three Months Ended |
Nine Months Ended | |||||||||||
September 30, 2002 |
September 30, 2001 |
September 30, 2002 |
September 30, 2001 | |||||||||
REVENUES: |
||||||||||||
Rental income |
$ |
27,549 |
$ |
11,317 |
$ |
66,121 |
$ |
31,028 | ||||
Operating cost reimbursements* |
|
3,677 |
|
1,331 |
|
12,854 |
|
4,470 | ||||
Equity in income of joint ventures |
|
1,259 |
|
1,102 |
|
3,738 |
|
2,622 | ||||
Interest income* |
|
2,427 |
|
89 |
|
5,075 |
|
281 | ||||
Take out fee |
|
1 |
|
0 |
|
135 |
|
138 | ||||
|
|
|
|
|
|
|
| |||||
|
34,913 |
|
13,839 |
|
87,923 |
|
38,539 | |||||
|
|
|
|
|
|
|
| |||||
EXPENSES: |
||||||||||||
Depreciation |
|
10,282 |
|
3,947 |
|
23,185 |
|
10,341 | ||||
Operating costs* |
|
5,868 |
|
2,625 |
|
17,109 |
|
7,638 | ||||
Management and leasing fees |
|
1,445 |
|
632 |
|
3,348 |
|
1,750 | ||||
Administrative costs |
|
745 |
|
141 |
|
1,867 |
|
901 | ||||
Interest expense* |
|
1,126 |
|
148 |
|
2,006 |
|
2,957 | ||||
Amortization of deferred financing costs |
|
162 |
|
237 |
|
587 |
|
529 | ||||
|
|
|
|
|
|
|
| |||||
|
19,628 |
|
7,730 |
|
48,102 |
|
24,116 | |||||
|
|
|
|
|
|
|
| |||||
NET INCOME |
$ |
15,285 |
$ |
6,109 |
$ |
39,821 |
$ |
14,423 | ||||
|
|
|
|
|
|
|
| |||||
BASIC AND DILUTED EARNINGS PER SHARE |
$ |
0.09 |
$ |
0.11 |
$ |
0.31 |
$ |
0.33 | ||||
|
|
|
|
|
|
|
| |||||
BASIC AND DILUTED WEIGHTED AVERAGE SHARES |
|
163,395 |
|
54,112 |
|
128,541 |
|
43,726 | ||||
|
|
|
|
|
|
|
|
* |
These financial statement line items have been amended and restated as described in the accompanying Note 1(k). |
Total Revenues |
Net Income |
Wells OPs Share of Net Income | ||||||||||||||||
Three Months Ended (in thousands) |
Three Months Ended (in thousands) |
Three Months Ended (in thousands) | ||||||||||||||||
September 30, 2002 |
September 30, 2001 |
September 30, 2002 |
September 30, 2001 |
September 30, 2002 |
September 30, 2001 | |||||||||||||
Fund IX-X-XI-REIT Joint Venture |
$ |
1,346 |
$ |
1,458 |
$ |
574 |
$ |
670 |
$ |
21 |
$ |
25 | ||||||
Cort Joint Venture |
|
209 |
|
213 |
|
135 |
|
149 |
|
59 |
|
65 | ||||||
Fremont Joint Venture |
|
226 |
|
227 |
|
142 |
|
142 |
|
110 |
|
110 | ||||||
Fund XI-XII-REIT Joint Venture |
|
855 |
|
856 |
|
484 |
|
520 |
|
275 |
|
295 | ||||||
Fund XII-REIT Joint Venture |
|
1,481 |
|
1,525 |
|
727 |
|
815 |
|
400 |
|
448 | ||||||
Fund VIII-IX-REIT Joint Venture |
|
310 |
|
314 |
|
153 |
|
156 |
|
24 |
|
24 | ||||||
Fund XIII-REIT Joint Venture |
|
707 |
|
306 |
|
408 |
|
155 |
|
370 |
|
135 | ||||||
|
|
|
|
|
|
|
|
|
|
|
| |||||||
$ |
5,134 |
$ |
4,899 |
$ |
2,623 |
$ |
2,607 |
$ |
1,259 |
$ |
1,102 | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenues |
Net Income |
Wells OPs Share of Net Income | ||||||||||||||||
Nine Months Ended (in thousands) |
Nine Months Ended (in thousands) |
Nine Months Ended (in thousands) | ||||||||||||||||
September 30, 2002 |
September 30, 2001 |
September 30, 2002 |
September 30, 2001 |
September 30, 2002 |
September 30, 2001 | |||||||||||||
Fund IX-X-XI-REIT Joint Venture |
$ |
4,170 |
$ |
4,472 |
$ |
1,747 |
$ |
2,043 |
$ |
65 |
$ |
76 | ||||||
Cort Joint Venture |
|
631 |
|
611 |
|
405 |
|
415 |
|
177 |
|
181 | ||||||
Fremont Joint Venture |
|
679 |
|
677 |
|
419 |
|
421 |
|
325 |
|
326 | ||||||
Fund XI-XII-REIT Joint Venture |
|
2,601 |
|
2,571 |
|
1,526 |
|
1,534 |
|
866 |
|
871 | ||||||
Fund XII-REIT Joint Venture |
|
4,643 |
|
3,729 |
|
2,385 |
|
1,848 |
|
1,311 |
|
967 | ||||||
Fund VIII-IX-REIT Joint Venture |
|
945 |
|
902 |
|
461 |
|
416 |
|
73 |
|
66 | ||||||
Fund XIII-REIT Joint Venture |
|
2,115 |
|
306 |
|
1,215 |
|
155 |
|
921 |
|
135 | ||||||
|
|
|
|
|
|
|
|
|
|
|
| |||||||
$ |
15,784 |
$ |
13,268 |
$ |
8,158 |
$ |
6,832 |
$ |
3,738 |
$ |
2,622 | |||||||
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
The Exhibits to this Amendment No. 1 to Quarterly Report are set forth on the Exhibit Index to Third Quarter Amendment No. 1 to Form 10-Q/A attached hereto.
|
WELLS REAL ESTATE INVESTMENT TRUST, INC. (Registrant) | ||
By: |
/s/ DOUGLAS P.
WILLIAMS | |
Douglas P. Williams Executive Vice President, Treasurer and Principal Financial Officer Dated: January 15, 2003 |
1. |
I have reviewed this Amendment No. 1 to Quarterly Report on Form 10-Q/A and the Quarterly Report on Form 10-Q previously filed (collectively, this
Report) of the registrant; |
2. |
Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report; |
3. |
Based on my knowledge, the financial statements, and other financial information included in this Report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this Report; |
4. |
The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: |
a) |
designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly during the period in which this Report is being prepared, |
b) |
evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this Report (the
Evaluation Date); and |
c) |
presented in this Report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
|
5. |
The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit
committee of the registrants board of directors: |
a) |
all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process,
summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and |
b) |
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
|
6. |
The registrants other certifying officers and I have indicated in this Report whether or not there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. |
Dated: January 15, 2003 |
By: |
/s/ LEO F. WELLS, III | ||||||
Leo F. Wells, III Principal Executive Officer |
1. |
I have reviewed this Amendment No. 1 to Quarterly Report on Form 10-Q/A and the Quarterly Report on Form 10-Q previously filed (collectively, this
Report) of the registrant; |
2. |
Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report; |
3. |
Based on my knowledge, the financial statements, and other financial information included in this Report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this Report; |
4. |
The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: |
a) |
designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is
made known to us by others within those entities, particularly during the period in which this Report is being prepared, |
b) |
evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this Report (the
Evaluation Date); and |
c) |
presented in this Report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
|
5. |
The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit
committee of the registrants board of directors: |
a) |
all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process,
summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and |
b) |
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
|
6. |
The registrants other certifying officers and I have indicated in this Report whether or not there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. |
Dated: January 15, 2003 |
By: |
/s/ DOUGLAS P. WILLIAMS | ||||||
Douglas P. Williams Principal Financial Officer |
Exhibit No. |
Description | |
99.1 |
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
99.2 |
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |