e8vk
UNITED STATES
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): May 12, 2006
Commission File Number 1-13610
PMC COMMERCIAL TRUST
(Exact name of registrant as specified in its charter)
|
|
|
TEXAS
|
|
75-6446078 |
|
|
|
(State or other jurisdiction
|
|
(I.R.S. Employer Identification No.) |
of incorporation or organization) |
|
|
|
|
|
17950 Preston Road, Suite 600, Dallas, TX 75252
|
|
(972) 349-3200 |
|
|
|
(Address of principal executive offices)
|
|
(Registrants telephone number) |
Former name, former address and former fiscal year, if changed since last report: NONE
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:
|
|
|
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
o |
|
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
On May 12, 2006, PMC Commercial Trust issued a press release describing, among other things,
its results of operations for the three months ended March 31, 2006. A copy of the press release
is attached as Exhibit 99.1 to this report. This information shall not be deemed 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, or the
Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
|
(a) |
|
Not applicable. |
|
|
(b) |
|
Not applicable. |
|
|
(c) |
|
Exhibits |
|
99.1 |
|
Press Release dated May 12, 2006. |
SIGNATURE
Pursuant to the requirements of Section 13 or 15 (d) 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.
Date: May 15, 2006
|
|
|
|
|
|
PMC COMMERCIAL TRUST
|
|
|
By: |
/s/ Barry N. Berlin
|
|
|
|
Barry N. Berlin, Chief Financial Officer |
|
|
|
|
|
|
exv99w1
Exhibit 99.1
FOR IMMEDIATE PRESS RELEASE
|
|
|
|
|
|
|
FOR:
|
|
PMC Commercial Trust
|
|
CONTACT:
|
|
Investor Relations |
|
|
17950 Preston Road, Suite 600
|
|
|
|
972-349-3235 |
|
|
Dallas, TX 75252 |
|
|
|
|
PMC Commercial Trust Announces First Quarter Results
PMC Commercial Trust
AMEX (Symbol PCC)
PMC Commercial Trust (AMEX: PCC) announced first quarter results today. Income from continuing
operations increased to $3,224,000 ($0.30 per share) during the three months ended March 31, 2006
from $3,151,000 ($0.29 per share) during the three months ended March 31, 2005. For the three
months ended March 31, 2006, net income was $5,041,000, or $0.47 per share, compared to $4,116,000,
or $0.38 per share, for the three months ended March 31, 2005. The primary reason for the increase
in our net income during the three months ended March 31, 2006 was net gains on sales of real
estate of $1,877,000.
Revenues increased by $1.0 million from $6.3 million during the three months ended March 31, 2005
to $7.3 million during the three months ended March 31, 2006. The increase resulted from increased
interest income (approximately $1.2 million) due primarily to increases in variable interest rates
(both prime and LIBOR) and hotel property revenues (approximately $400,000) resulting from the
operations of our three properties held for use which commenced in mid January 2006. These
increases were partially offset by a reduction in lease income and income from retained interests
in transferred assets of approximately $500,000.
Expenses increased by $1.1 million from $2.9 million during the first quarter of 2005 to $4.0
million during the first quarter of 2006. This increase was due primarily to increased interest
expense of approximately $400,000 resulting from increases in variable interest rates (both prime
and LIBOR), a provision for loss on rent and related receivables of $300,000 and approximately
$400,000 of hotel property expenses resulting from the operations of our three properties held for
use that commenced in mid January 2006.
Dr. Andrew S. Rosemore, Chairman of the Board, stated, As I have discussed previously, our company
has committed to the sale of the 32 hotel properties that were formerly either leased or owned by
Arlington Hospitality, Inc. Im pleased to report that as a result of our proactive sales effort,
only seven of these properties remain. The sales proceeds which have been achieved are very
encouraging.
We anticipate the disposition of all but three of the hotel properties before the end of 2006.
During 2006, we sold eight Amerihost properties resulting in net gains of approximately $1.9
million.
The SBA recently notified us that our SBLC subsidiary is now approved as a national SBA 7(a)
preferred lender. This designation is expected to have a positive impact on our SBA guaranteed loan
originations due to the acceleration of our closing process. We are presently increasing our
marketing effort to take advantage of this opportunity. The SBA guaranteed loan program provides
us with a very attractive return resulting from the ability to sell the guaranteed portion of these
loans at a premium.
|
|
|
|
|
PMC COMMERCIAL TRUST Page 2
|
|
Earnings Press Release
|
|
May 12, 2006 |
The following tables contain comparative selected financial data as of March 31, 2006 and December
31, 2005 and for the three months ended March 31, 2006 and 2005:
FINANCIAL POSITION INFORMATION
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
Increase |
|
|
|
2006 |
|
|
2005 |
|
|
(Decrease) % |
|
Loans receivable, net |
|
$ |
157,498 |
|
|
$ |
157,574 |
|
|
|
|
|
Retained interests in
transferred assets |
|
$ |
60,571 |
|
|
$ |
62,991 |
|
|
|
(4 |
%) |
Real estate investments |
|
$ |
12,948 |
|
|
$ |
23,550 |
|
|
|
(45 |
%) |
Total assets |
|
$ |
247,356 |
|
|
$ |
259,192 |
|
|
|
(5 |
%) |
Debt |
|
$ |
75,868 |
|
|
$ |
87,615 |
|
|
|
(13 |
%) |
Total beneficiaries equity |
|
$ |
157,882 |
|
|
$ |
157,017 |
|
|
|
1 |
% |
Shares outstanding |
|
|
10,742 |
|
|
|
10,766 |
|
|
|
|
|
-2-
|
|
|
|
|
PMC COMMERCIAL TRUST Page 3
|
|
Earnings Press Release
|
|
May 12, 2006 |
RESULTS OF OPERATIONS
(In thousands, except per share information)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
|
March 31, |
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
Incr (Decr) % |
|
Income: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
3,682 |
|
|
$ |
2,487 |
|
|
|
48 |
% |
Lease income |
|
|
58 |
|
|
|
299 |
|
|
|
(81 |
%) |
Income from retained interests in transferred assets |
|
|
2,253 |
|
|
|
2,527 |
|
|
|
(11 |
%) |
Hotel revenues |
|
|
434 |
|
|
|
|
|
|
|
N/A |
|
Other income |
|
|
874 |
|
|
|
957 |
|
|
|
(9 |
%) |
|
|
|
|
|
|
|
|
|
|
Total income |
|
|
7,301 |
|
|
|
6,270 |
|
|
|
16 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest |
|
|
1,460 |
|
|
|
1,032 |
|
|
|
41 |
% |
Depreciation |
|
|
62 |
|
|
|
81 |
|
|
|
(23 |
%) |
Salaries and related benefits |
|
|
1,060 |
|
|
|
1,055 |
|
|
|
|
|
General and administrative expenses |
|
|
607 |
|
|
|
597 |
|
|
|
2 |
% |
Hotel property expenses |
|
|
383 |
|
|
|
|
|
|
|
N/A |
|
Realized losses on retained interests in
transferred assets |
|
|
48 |
|
|
|
21 |
|
|
|
129 |
% |
Provision for loss on rent and related receivables |
|
|
300 |
|
|
|
|
|
|
|
N/A |
|
Provision for loan losses, net |
|
|
51 |
|
|
|
153 |
|
|
|
(67 |
%) |
|
|
|
|
|
|
|
|
|
|
Total expenses |
|
|
3,971 |
|
|
|
2,939 |
|
|
|
35 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax provision, minority interest
and discontinued operations |
|
|
3,330 |
|
|
|
3,331 |
|
|
|
(0 |
%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense |
|
|
(84 |
) |
|
|
(158 |
) |
|
|
(47 |
%) |
Minority interest (preferred stock dividend of
subsidiary) |
|
|
(22 |
) |
|
|
(22 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
|
3,224 |
|
|
|
3,151 |
|
|
|
2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations |
|
|
1,817 |
|
|
|
965 |
|
|
|
88 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
5,041 |
|
|
$ |
4,116 |
|
|
|
22 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic weighted average shares outstanding |
|
|
10,746 |
|
|
|
10,877 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
0.30 |
|
|
$ |
0.29 |
|
|
|
3 |
% |
Discontinued operations |
|
|
0.17 |
|
|
|
0.09 |
|
|
|
89 |
% |
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
0.47 |
|
|
$ |
0.38 |
|
|
|
24 |
% |
|
|
|
|
|
|
|
|
|
|
-3-
|
|
|
|
|
PMC COMMERCIAL TRUST Page 4
|
|
Earnings Press Release
|
|
May 12, 2006 |
REAL ESTATE INVESTMENT TRUST (REIT) TAXABLE INCOME
Taxable REIT income is presented to assist investors in analyzing our performance and is a measure
that is presented quarterly in our consolidated financial statements and is one of the factors
utilized by our Board of Trust Managers in determining the level of dividends to be paid to our
shareholders.
The following reconciles net income to taxable REIT income:
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
2006 |
|
|
2005 |
|
|
|
(In thousands) |
|
Net income |
|
$ |
5,041 |
|
|
$ |
4,116 |
|
Less: taxable REIT subsidiaries net income, net
of tax |
|
|
(178 |
) |
|
|
(229 |
) |
Add: book depreciation |
|
|
71 |
|
|
|
437 |
|
Less: tax depreciation |
|
|
(334 |
) |
|
|
(360 |
) |
Book/tax difference on property sales |
|
|
350 |
|
|
|
(39 |
) |
Book/tax difference on lease income |
|
|
|
|
|
|
(381 |
) |
Book/tax difference on retained interests in
transferred assets, net |
|
|
228 |
|
|
|
515 |
|
Impairment losses |
|
|
43 |
|
|
|
|
|
Provision for loss on rent and related receivables |
|
|
300 |
|
|
|
|
|
Book/tax difference on loans receivable |
|
|
(889 |
) |
|
|
110 |
|
Other book/tax differences, net |
|
|
5 |
|
|
|
(37 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REIT taxable income |
|
$ |
4,637 |
|
|
$ |
4,132 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions declared |
|
$ |
3,223 |
|
|
$ |
3,807 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares outstanding |
|
|
10,746 |
|
|
|
10,877 |
|
|
|
|
|
|
|
|
CERTAIN MATTERS DISCUSSED IN THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS INTENDED TO
QUALIFY FOR THE SAFE HARBORS FROM LIABILITY ESTABLISHED BY THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995. THESE FORWARD-LOOKING STATEMENTS CAN GENERALLY BE IDENTIFIED AS SUCH BECAUSE
THE CONTEXT OF THE STATEMENT WILL INCLUDE WORDS SUCH AS THE COMPANY EXPECTS, ANTICIPATES OR
WORDS OF SIMILAR IMPORT. SIMILARLY, STATEMENTS THAT DESCRIBE THE COMPANYS FUTURE PLANS,
OBJECTIVES OR GOALS ARE ALSO FORWARD-LOOKING STATEMENTS. SUCH FORWARD-LOOKING STATEMENTS ARE
SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES, INCLUDING THE FINANCIAL PERFORMANCE OF THE COMPANY,
REAL ESTATE CONDITIONS AND MARKET VALUATIONS OF ITS STOCK, WHICH COULD CAUSE ACTUAL RESULTS TO
DIFFER MATERIALLY FROM THOSE CURRENTLY ANTICIPATED. ALTHOUGH THE COMPANY BELIEVES THE
EXPECTATIONS REFLECTED IN ANY FORWARD-LOOKING STATEMENTS ARE BASED ON REASONABLE ASSUMPTIONS, THE
COMPANY CAN GIVE NO ASSURANCE THAT ITS EXPECTATIONS WILL BE ATTAINED. SHAREHOLDERS, POTENTIAL
INVESTORS AND OTHER READERS ARE URGED TO CONSIDER THESE FACTORS CAREFULLY IN EVALUATING THE
FORWARD-LOOKING STATEMENTS. THE FORWARD-LOOKING STATEMENTS MADE HEREIN ARE ONLY MADE AS OF THE
DATE OF THIS PRESS RELEASE AND THE COMPANY UNDERTAKES NO OBLIGATION TO PUBLICLY UPDATE SUCH
FORWARD-LOOKING STATEMENTS TO REFLECT SUBSEQUENT EVENTS OR CIRCUMSTANCES.
-4-