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) November 11, 2003
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ONE LIBERTY PROPERTIES, INC.
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(Exact name of Registrant as specified in charter)
Maryland 0-11083 13-3147497
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(State or other (Commission file No.) (IRS Employer
jurisdiction of I.D. No.)
incorporation)
60 Cutter Mill Road, Suite 303, Great Neck, New York 11021
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 516-466-3100
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Item 9. Regulation FD Disclosure. (The information provided herein is being
provided under Item 12 of Form 8-K, Results of Operations and Financial
Condition).
Attached hereto as an exhibit is a copy of a Press Release issued by
the registrant on November 11, 2003. The Release which is being furnished to the
Securities and Exchange Commission, discloses information regarding the
registrant's results of operations for the three and nine months ended September
30, 2003 and its financial condition at September 30, 2003.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned officer thereunto duly authorized.
ONE LIBERTY PROPERTIES, INC.
Date: November 12, 2003 By: /s/ Simeon Brinberg
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Simeon Brinberg
Senior Vice President
ONE LIBERTY PROPERTIES, INC.
60 CUTTER MILL ROAD - SUITE 303
GREAT NECK, NY 11021
Telephone 516-466-3100
Telecopier 516-466-3132
www.onelibertyproperties.com
ONE LIBERTY PROPERTIES ANNOUNCES
INCREASES IN REVENUES, NET INCOME AND
NET INCOME PER SHARE
FOR THE QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 2003
Great Neck, New York - November 11, 2003 - One Liberty Properties, Inc. (ASE:
OLP; OLP Pr) today announced that for the three months ended September 30, 2003
it had revenues of $5,055,000, net income of $2,153,000 and net income
applicable to common stockholders of $1,894,000, or $.33 per common share on a
diluted basis. Net income and net income applicable to common stockholders give
effect to the Company's equity in earnings of unconsolidated joint ventures of
$591,000. For the three months ended September 30, 2002 the Company reported
revenues of $3,912,000, net income of $1,528,000 and net income applicable to
common stockholders of $1,269,000, or $.23 per share on a diluted basis. Net
income and net income applicable to common stockholders for the three months
ended September 30, 2002 include the Company's equity in earnings of
unconsolidated joint ventures of $287,000. Revenues and net income increased by
29.2% and 40.9%, respectively, quarter versus quarter. The weighted average
number of common shares outstanding on a diluted basis was 5,740,000 and
5,624,000 for the three months ended September 30, 2003 and 2002, respectively.
For the nine months ended September 30, 2003 the Company announced revenues of
$14,281,000, net income of $6,360,000 and net income applicable to common
stockholders of $5,582,000, or $.98 per common share on a diluted basis. Net
income and net income applicable to common stockholders for the nine months
ended September 30, 2003 give effect to Company's equity in earnings of
unconsolidated joint ventures of $1,834,000. This compares with revenues of
$11,396,000, net income of $4,052,000 and net income applicable to common
stockholders of $3,274,000, or $.76 per common share on a diluted basis, for the
nine months ended September 30, 2002. Net income and net income applicable to
common stockholders for the nine months ended September 30, 2002 give effect to
equity in earnings of unconsolidated joint ventures of $760,000. Revenues and
net income increased by 25.3% and 57%, respectively, nine months versus nine
months. The weighted average number of common shares outstanding on a diluted
basis was 5,708,000 and 4,307,000 for the nine months ended September 30, 2003
and 2002, respectively.
The Company also reported that funds from operations applicable to common
stockholders for the three months ended September 30, 2003 increased by 47.7% to
$2,943,000, or $.51 per common share on a diluted basis, as compared to
$1,992,000, or $.35 per common share on a diluted basis for the three months
ended September 30, 2002. Funds from operations applicable to common
stockholders for the nine months ended September 30, 2003 increased by 59.4% to
$8,541,000, or $1.50 per common share on a diluted basis, from $5,358,000, or
$1.24 per common share on a diluted basis, for the nine months ended September
30, 2002. Funds from operations, calculated in accordance with the NAREIT
definition, adds back to net income depreciation of properties, amortization of
capitalized leasing expenses and the Company's share of depreciation in
unconsolidated joint ventures and deducts gains on sale of real estate and cash
distributions to preferred stockholders. Funds from operations represents a non
GAAP (generally accepted accounting principles) financial measure. The table
attached to this release reconciles GAAP net income to funds from operations.
Commenting on the results of operations, Jeffrey Fishman, President and Chief
Executive Officer of the Company noted that revenues increased primarily because
of a 34.7% increase in rental income quarter versus quarter and a 27.2% increase
in rental income nine months versus nine months due primarily to the acquisition
of eight properties between September 2002 and September 2003. Commenting
further, Mr. Fishman noted that interest and other income contributed
approximately 2.8% and 6.7%, to revenues in the three months ended September 30,
2003 and 2002, respectively, and 2.6% and 4.1% in the nine months ended
September 30, 2003 and 2002, respectively. Interest and other income decreased
three months versus three months and nine months versus nine months primarily
due to non-recurring type income items realized in the 2002 periods, including
net acquisition fees earned from the Company's movie theater partners and
interest earned from the proceeds of a public offering completed in May 2002,
pending use of such proceeds. Offsetting the decrease in interest and other
income quarter versus quarter and nine months versus nine months, is interest
earned from two mortgage loans acquired and originated by the Company to
facilitate two acquisitions, pending completion of permanent mortgage financing
on the two properties acquired.
Referring to the Company's joint venture activities, Mr. Fishman noted that the
Company's two movie theater joint ventures had acquired nine theaters between
April 2002 and July 2003. In addition, Mr. Fishman noted that an additional
joint venture was organized in December 2002 to acquire a retail property and
that the Company contributed its leasehold position in an industrial property to
a joint venture in February 2002. As a result of these transactions, the
Company's equity in earnings of unconsolidated joint ventures increased by 106%
quarter versus quarter and 141% nine months versus nine months.
The Company's expenses increased by $812,000 (30.3%) quarter versus quarter and
by $1,647,000 (20.3%) nine months versus nine months. The Company's property
acquisition activities resulted in increased interest on borrowings under its
credit line to facilitate purchases. An increase in the Company's portfolio of
properties resulted in the increased depreciation expense, mortgage expense and
real estate operating expenses. Mr. Fishman noted that three months versus three
months there was a $150,000 (34.6%) increase in general and administrative
expenses and nine months versus nine months there was a $441,000 (36.5%)
increase in general and administrative expenses due in large part to an increase
in payroll and payroll related expenses, primarily legal and accounting expenses
allocated to the Company under a shared services agreement, related to property
acquisitions, mortgage financing activities, lease negotiations, consummation of
a new credit facility, Sarbanes-Oxley compliance, and an overall increase in the
level of the Company's business activities.
Mr. Fishman also commented that on October 31, 2003, the Company sold in a
follow on public offering, 3,250,000 shares of Common Stock at $18.25 per share
through an underwriting syndicate led by Friedman Billings Ramsey, Ferris Baker
Watts Incorporated and Stifel, Nicolaus & Company Incorporated, resulting in net
proceeds to the Company of approximately $56,000,000. The underwriters also have
been granted a thirty day option to purchase an additional 487,500 shares at the
public offering price less the underwriting discount, to cover over allotments,
if any.
One Liberty Properties is a real estate investment trust and invests primarily
in improved commercial real estate under long term net lease.
Certain information contained herein is forward looking. Information regarding
certain important factors that could cause actual outcomes or other events to
differ materially from any such forward looking statements appear in the
Company's Form 10-K for the year ended December 31, 2002.
Contact: Simeon Brinberg
(516) 466-3100
ONE LIBERTY PROPERTIES, INC. (ASE: OLP; OLP Pr)
(Amounts in Thousands, Except Per Share Data)
Three Months Ended Nine Months Ended
September 30, September 30,
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2003 2002 2003 2002
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Revenues $ 5,055 $ 3,912 $14,281 $11,396
Expenses 3,493 2,681 9,769 8,122
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Earnings before equity in earnings of unconsolidated
joint ventures and gain on sale 1,562 1,231 4,512 3,274
Equity in earnings of unconsolidated joint ventures 591 287 1,834 760
Gain on sale of real estate and available-for-sale
securities - 10 14 18
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Net income $ 2,153 $ 1,528 $ 6,360 $ 4,052
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Calculation of net income applicable to common stockholders:
Net income $ 2,153 $ 1,528 $ 6,360 $4,052
Less: distributions on preferred stock 259 259 778 778
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Net income applicable to
common stockholders $ 1,894 $ 1,269 $ 5,582 $ 3,274
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Net income per common share:
Basic $ .33 $ .23 $ .98 $ .77
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Diluted $ .33 $ .23 $ .98 $ .76
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Funds from operations applicable to
common stockholders* $ 2,943 $ 1,992 $ 8,541 $ 5,358
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Funds from operations per common share:
Diluted $ .51 $ .35 $ 1.50 $ 1.24
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Weighted average number of common shares outstanding:
Basic 5,706 5,599 5,675 4,274
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Diluted 5,740 5,624 5,708 4,307
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* Funds from operations applicable to common stockholders is summarized in
the following table:
Net income $ 2,153 $ 1,528 $ 6,360 $ 4,052
Add: depreciation of properties 866 644 2,419 1,926
Add: our share of depreciation in
unconsolidated joint ventures 179 79 537 158
Add: amortization of capitalized
leasing expenses 4 - 17 -
Deduct: gain on sale of real estate - - (14) -
Deduct: preferred distributions (259) (259) (778) (778)
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Funds from operations applicable to
common stockholders $ 2,943 $ 1,992 $ 8,541 $ 5,358
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