SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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): November 8, 2005
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AMERICAN MORTGAGE ACCEPTANCE COMPANY
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(Exact Name of Registrant as Specified in Charter)
Massachusetts
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(State or other Jurisdiction of Incorporation)
0-23972 13-6972380
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(Commission File Number) (IRS Employer Identification Number)
625 Madison Avenue, New York, NY 10022
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (212) 317-5700
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Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
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On November 8, 2005, American Mortgage Acceptance Company ("AMAC" or the
"Company") (AMEX: AMC) released a press release announcing its financial results
for the third quarter and the nine months ended September 30, 2005. 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
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Not Applicable
(c). Exhibits
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99.1 Press Release dated November 8, 2005, "American Mortgage Acceptance Company
Reports Third Quarter Financial Results".
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/ Stuart J. Boesky
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Stuart J. Boesky
President & Chief Executive Officer
November 8, 2005
AT THE COMPANY
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Brenda Abuaf, Director of Shareholder Services
(800) 831-4826
AMERICAN MORTGAGE ACCEPTANCE COMPANY REPORTS
FINANCIAL RESULTS FOR THE THIRD QUARTER OF 2005
NEW YORK, NY - NOVEMBER 8, 2005 - American Mortgage Acceptance Company ("AMAC"
or the "Company") (AMEX: AMC) today announced financial results for the third
quarter and the nine months ended September 30, 2005.
"AMAC performed very well from an operational perspective in the third quarter
of 2005. Our loan origination momentum has continued, and as a result, the
Company's originations total for first mortgages, mezzanine and bridge loans for
the first nine months of 2005 was approximately $42.5 million, which has tripled
from the same period last year," said John A. Garth, Chief Operating Officer of
AMAC. "We are particularly proud of our performance, given the rising rate
environment and the difficulty that some of our competitors have had over the
last quarter, leading to many of them having to cut their dividends. We are
still experiencing healthy spreads between our cost of funds and our origination
rates on our new mezzanine loans and our pipeline for the remainder of the year
is solid. In addition, we have begun to explore several new financing programs
that should enable the Company to lower its cost of capital and become more
competitive in the mezzanine lending industry."
FINANCIAL HIGHLIGHTS
During September 2005, a Ginnie Mae Certificate ("GNMA") and a mezzanine loan
totaling approximately $24.3 million in principal was prepaid. In connection
with the prepayment, AMAC received fees related to the prepayment of
approximately $5.3 million bringing the total proceeds to approximately $29.6
million. While we received the fees in September, the principal balance on the
GNMA certificate, approximately $21.4 million, was retained by GNMA and we
received it in October 2005, GNMA's normal clearing date. AMAC's financial
results include the incremental impact of this one-time prepayment. Therefore,
we are reporting revenues, net income and Funds from Operations both including
and excluding the incremental impact of this prepayment.
AMAC reported total revenues of approximately $12.8 million for the three months
ended September 30, 2005, representing an increase of approximately 121.4% as
compared to revenues of approximately $5.8 million for the three months ended
September 30, 2004. AMAC's total revenues for the nine months ended September
30, 2005 was approximately $26.4 million, representing an increase of 58.0% as
compared to revenues of approximately $16.7 million for the nine months ended
September 30, 2004.
Adjusted revenues of approximately $7.4 million for the three months ended
September 30, 2005, represented an increase of 27.8% as compared to revenues of
approximately $5.8 million for the three months ended September 30, 2004. AMAC's
total adjusted revenues for the nine months ended September 30, 2005 was
approximately $21.0 million, representing an increase of 25.7% as compared to
revenues of approximately $16.7 million for the nine months ended September 30,
2004. The increase in adjusted revenues compared to the third quarter and nine
months of 2004 was primarily due to additional investments in debt securities
and mortgage loans.
For the three months ended September 30, 2005, AMAC earned net income of
approximately $7.3 million, representing an increase of 125.1% as compared to
net income of approximately $3.2 million for the three months ended September
30, 2004. On a per share basis (basic and diluted), net income was $0.88 for the
three months ended September 30, 2005, representing an increase of 125.6% as
compared to net income of $0.39 for the three months ended September 30, 2004.
For the nine months ended September 30, 2005, AMAC earned net income of
approximately $13.2 million, representing an increase of 33.1% as compared to
net income of approximately $9.9 million for the nine months ended September 30,
2004. On a per share basis (basic and diluted), net income was $1.59 for the
nine months ended September 30, 2005, representing an increase of 33.6% as
compared to $1.19 for the nine months ended September 30, 2004.
AMAC earned adjusted net income of approximately $2.9 million for the three
months ended September 30, 2005, representing a decrease of 10.2% as compared to
net income of approximately $3.2 million for the three months ended September
30, 2004. On a per share basis (basic and diluted), adjusted net income was
$0.35 for the three months ended September 30, 2005, representing a decrease of
10.3% as compared to net income of $0.39 for the three months ended September
30, 2004. For the nine months ended September 30, 2005, AMAC earned adjusted net
income of approximately $8.8 million, representing a decrease of 11.2% as
compared to net income of approximately $9.9 million for the nine months ended
September 30, 2004. On a per share basis (basic and diluted), adjusted net
income was $1.06 for the nine months ended September 30, 2005, representing a
decrease of 10.9% as compared to net income of $1.19 for the nine months ended
September 30, 2004. Adjusted net income for the three and nine months ended
September 30, 2005, was impacted by property-level interest and depreciation
recorded on real estate owned in 2005, while significantly less was recognized
in the 2004 periods, as well as accounting, administrative and financing costs,
which outpaced the income from additional investments.
Funds from Operations ("FFO") for the three months ended September 30, 2005 was
approximately $7.6 million, representing an increase of 131.2% as compared to
FFO of approximately $3.3 million for the three months ended September 30, 2004.
On a per share basis (basic and diluted), FFO was $0.92 for the three months
ended September 30, 2005, representing an increase of 130.0% as compared to FFO
of $0.40 for the three months ended September 30, 2004. FFO for the nine months
ended September 30, 2005 was approximately $14.2 million, representing an
increase of 38.4% as compared to FFO of approximately $10.3 million for the nine
months ended September 30, 2004. On a per share basis (basic and diluted), FFO
was $1.71 for the nine months ended September 30, 2005, representing an increase
of 39.0% as compared to FFO of $1.23 for the nine months ended September 30,
2004.
Adjusted FFO for the three months ended September 30, 2005 was approximately
$3.3 million, representing a decrease of 1.6% as compared to FFO of
approximately $3.3 million for the three months ended September 30, 2004. On a
per share basis (basic and diluted), adjusted FFO was $0.39 for the three months
ended September 30, 2005, representing a decrease of 2.5% as compared to FFO of
$0.40 for the three months ended September 30, 2004. Adjusted FFO for the nine
months ended September 30, 2005 was approximately $9.9 million, representing a
decrease of 4.3% as compared to FFO of approximately $10.3 million for the nine
months ended September 30, 2004. On a per share basis (basic and diluted),
adjusted FFO was $1.18 for the nine months ended September 30, 2005,
representing a decrease of 4.1% as compared to FFO of $1.23 for the three months
ended September 30, 2004. The adjusted FFO results were impacted by the same
cost factors that affected adjusted net income results, exclusive of
depreciation.
AMAC's present quarterly dividend on an annualized basis is $1.60 per share,
representing an approximate 11.9% yield on the $13.46 per share closing price on
November 7, 2005.
INVESTMENT ACTIVITY
AMAC's investment activity in the third quarter included the partial funding of
approximately $16.1 million of floating rate mezzanine loans, $13.8 million of
which has been funded to date. For the nine months ended September 30, 2005,
AMAC has originated approximately $42.5 million of first mortgages and mezzanine
loans, $36.5 million of which has been funded to date. In addition, for the same
time period, the Company has acquired Fannie Mae Certificates with principal
amounts totaling approximately $38.2 million.
SPECIAL DIVIDEND
On October 6, 2005, AMAC Board of Trustees declared a one-time special dividend
of $0.30 per share, which is payable on November 30, 2005, to shareholders of
record as of October 31, 2005. This special dividend is in connection with the
prepayment of the GNMA certificate and mezzanine loan mentioned above. The Board
felt that it was in the best interest of the shareholders and the Company to
declare this special distribution, as it will enable AMAC to comply with the
REIT distribution requirement.
MANAGEMENT CONFERENCE CALL
Management will conduct a conference call today to review the Company's third
quarter financial results for the period ended September 30, 2005. The
conference call is scheduled for 11:00 a.m. Eastern Time. Callers will be
invited to ask questions. Investors, brokers, analysts, and shareholders wishing
to participate should call (800) 967-7135. For interested individuals unable to
join the conference call, a replay of the call will be available through
Saturday, November 12, 2005, at (888) 203-1112 (Passcode 9491133) or on our
website, www.americanmortgageco.com, through Tuesday, November 22, 2005.
SUPPLEMENTAL FINANCIAL INFORMATION
For more detailed financial information, please access the Supplemental
Financial Package, which will be 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 commercial real
estate finance. AMAC originates and acquires mezzanine loans, bridge loans, and
government-insured first mortgages secured by properties throughout the United
States. For more information, please visit our website at
www.americanmortgageco.com or contact the Shareholder Services Department
directly at (800) 831-4826.
AMERICAN MORTGAGE ACCEPTANCE COMPANY AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(In thousands, except per share amounts)
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September 30, December 31,
2005 2004
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(Unaudited)
Financial Position
Total assets $412,061 $349,033
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Repurchase facilities payable $214,645 $157,633
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Warehouse facility payable $ 4,070 $ 3,827
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Line of credit - due to related party $ -- $ 4,600
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Mortgages payable on real estate owned $ 40,618 $ 56,993
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Preferred shares of subsidiary (subject to mandatory repurchase) $ 25,000 $ --
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Total liabilities $291,708 $228,501
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Total shareholders' equity $120,353 $120,532
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Three months ended Nine months ended
September 30, September 30,
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2005 2004 2005 2004
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(Unaudited)
Operations
Total revenues $12,766 $ 5,765 $26,367 $16,683
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Total adjusted revenues* $ 7,368 $ 5,765 $20,969 $16,683
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Net income $ 7,312 $ 3,249 $13,208 $ 9,924
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Adjusted net income* $ 2,919 $ 3,249 $ 8,815 $ 9,924
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Net income per share (basic and diluted) $ 0.88 $ 0.39 $ 1.59 $ 1.19
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Adjusted net income per share
(basic and diluted)* $ 0.35 $ 0.39 $ 1.06 $ 1.19
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Weighted average shares outstanding
Basic 8,311 8,336 8,320 8,337
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Diluted 8,314 8,336 8,323 8,341
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* Excludes incremental impact of GNMA Certificate and Mezzanine Loan investment
prepayments.
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 nine months ended September 30, 2005 and 2004, is summarized in the
following table:
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Three months ended Nine months ended
September 30, September 30,
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2005 2004 2005 2004
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Net Income $ 7,312 $ 3,249 $ 13,208 $ 9,924
Depreciation of real property 336 59 1,038 367
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FFO $ 7,648 $ 3,308 $ 14,246 $ 10,291
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Adjusted FFO* $ 3,255 $ 3,308 $ 9,853 $ 10,291
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Cash flows from operating activities $ 8,547 $ 3,765 $ 15,051 $ 10,349
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Cash flows from investing activities $(10,619) $ 3,113 $(67,257) $ 11,796
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Cash flows from financing activities $ 10,182 $ 3,101 $ 66,491 $(11,738)
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FFO per share (basic and diluted) $ 0.92 $ 0.40 $ 1.71 $ 1.23
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Adjusted FFO per share
(basic and diluted)* $ 0.39 $ 0.40 $ 1.18 $ 1.23
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Weighted average shares outstanding
Basic 8,311 8,336 8,320 8,337
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Diluted 8,314 8,336 8,323 8,341
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* Excludes incremental impact of GNMA Certificate and Mezzanine Loan investment
prepayments.
(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 related 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 the Company's operating performance or as an alternative to cash
flows as a measure of liquidity. 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.
CERTAIN STATEMENTS IN THIS PRESS RELEASE 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 ANNUAL REPORT ON FORM 10-K FOR THE PERIOD
ENDED DECEMBER 31, 2004, AND IN ITS OTHER FILINGS WITH THE SECURITIES AND
EXCHANGE COMMISSION. SUCH FORWARD-LOOKING STATEMENTS SPEAK ONLY AS OF THE DATE
OF THIS PRESS RELEASE. 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.
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