Capital Properties Inc /RI/ - Quarterly Report (10-Q)
02 Maio 2008 - 3:33PM
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
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þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended March 31, 2008
OR
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
Commission File Number 0-9380
CAPITAL PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
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Rhode Island
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05-0386287
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(State or other jurisdiction of
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(IRS Employer
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incorporation or organization)
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Identification No.)
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100 Dexter Road
East Providence, Rhode Island 02914
(Address of principal executive offices) (Zip Code)
(401) 435-7171
(Registrants telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Name of each exchange on which registered
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Class A Common Stock, $.01 par value
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American Stock Exchange
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Securities registered pursuant to Section 12(g) of the Act:
NONE
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes
þ
No
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
þ
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(Do not check if a smaller reporting company)
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes
o
No
þ
As of April 29, 2008, the Company had 3,299,956 shares of Class A Common Stock outstanding.
CAPITAL PROPERTIES, INC.
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2008
TABLE OF CONTENTS
2
PART I
Item 1. Consolidated Financial Statements
CAPITAL PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
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March 31,
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December 31,
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2008
(unaudited)
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2007
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ASSETS
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Properties and equipment (net of accumulated depreciation)
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$
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20,552,000
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$
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20,717,000
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Cash and cash equivalents
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2,296,000
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1,974,000
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Income taxes receivable
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12,000
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Prepaid and other
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369,000
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334,000
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$
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23,217,000
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$
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23,037,000
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LIABILITIES AND SHAREHOLDERS EQUITY
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Liabilities:
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Accounts payable and accrued expenses:
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Property taxes
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$
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279,000
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$
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276,000
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Environmental remediation
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81,000
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81,000
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Other
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99,000
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333,000
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Deferred leasing revenues
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520,000
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520,000
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Income taxes:
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Current
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189,000
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Deferred, net
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5,167,000
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5,151,000
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6,335,000
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6,361,000
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Shareholders equity:
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Class A common stock, $.01 par; authorized 6,000,000 shares;
issued and outstanding 3,299,956 shares
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33,000
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33,000
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Capital in excess of par
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11,795,000
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11,795,000
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Retained earnings
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5,054,000
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4,848,000
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16,882,000
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16,676,000
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$
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23,217,000
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$
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23,037,000
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See notes to consolidated financial statements.
3
CAPITAL PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 2008 AND 2007
(Unaudited)
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2008
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2007
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Revenues and other income:
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Revenues:
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Leasing
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$
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715,000
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$
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659,000
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Petroleum storage facility
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951,000
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975,000
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1,666,000
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1,634,000
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Other income, interest
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7,000
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31,000
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1,673,000
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1,665,000
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Expenses:
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Leasing
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190,000
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138,000
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Petroleum storage facility
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515,000
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555,000
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General and administrative
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291,000
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335,000
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996,000
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1,028,000
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Income before income taxes
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677,000
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637,000
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Income tax expense:
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Current
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257,000
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200,000
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Deferred
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16,000
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57,000
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273,000
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257,000
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Net income
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$
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404,000
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$
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380,000
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Basic income per share
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$
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.12
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$
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.12
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Dividends per share on common stock
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$
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.06
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$
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.05
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See notes to consolidated financial statements.
4
CAPITAL PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 2008 AND 2007
(Unaudited)
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2008
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2007
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Cash flows from operating activities:
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Net income
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$
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404,000
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$
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380,000
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Adjustments to reconcile net income to net cash
provided by operating activities:
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Depreciation
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179,000
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160,000
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Deferred income taxes
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16,000
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57,000
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Other, principally net changes in receivables,
prepaids, accounts payable, accrued expenses,
deferred leasing revenues and current income taxes
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51,000
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122,000
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Net cash provided by operating activities
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650,000
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719,000
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Cash used in investing activities, payments for properties and
equipment, including $116,000 relating to 2007 purchases
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(130,000
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(19,000
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Cash used in financing activities, payment of dividends
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(198,000
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(165,000
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Increase in cash and cash equivalents
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322,000
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535,000
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Cash and cash equivalents, beginning
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1,974,000
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2,992,000
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Cash and cash equivalents, ending
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$
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2,296,000
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$
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3,527,000
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Supplemental disclosure, cash paid for income taxes
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$
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56,000
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$
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56,000
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See notes to consolidated financial statements.
5
CAPITAL PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 2008 AND 2007
(Unaudited)
1.
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Description of business:
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Capital Properties, Inc. and its wholly-owned subsidiaries, Tri-State Displays, Inc., Capital
Terminal Company and Dunellen, LLC (collectively referred to as the Company), operate in two
segments: (1) Leasing and (2) Petroleum Storage.
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The leasing segment consists of the long-term leasing of certain of its real estate interests in
downtown Providence, Rhode Island (upon the commencement of which the tenants are required to
construct buildings thereon, with the exception of a parking garage), the leasing of a portion of
the building acquired in November 2007 (Steeple Street Building) under short-term leasing
arrangements and the leasing of locations along interstate and primary highways in Rhode Island and
Massachusetts to Lamar Outdoor Advertising, LLC (Lamar) which has constructed outdoor advertising
boards thereon. The Company anticipates that the future development of its remaining properties in
and adjacent to the Capital Center area will consist primarily of long-term ground leases. Pending
this development, the Company leases these parcels for public parking under short-term leasing
arrangements.
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The petroleum storage segment consists of the operating of the petroleum storage terminal (the
Terminal) and the Wilkesbarre Pier (the Pier), collectively referred to as the Facility,
located in East Providence, Rhode Island, for Global Companies, LLC (Global) which stores and
distributes petroleum products.
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The principal difference between the two segments relates to the nature of the operations. The
tenants under the long-term land leases incur substantially all of the development and operating
costs of the assets constructed on the Companys land, including the payment of real property taxes
on both the land and any improvements constructed thereon; whereas the Company is responsible for
the operating and maintenance expenditures, including real property taxes, as well as capital
improvements at the Facility.
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2.
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Principles of consolidation and basis of presentation:
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The accompanying condensed consolidated financial statements include the accounts and transactions
of the Company and its subsidiaries. All significant intercompany accounts and transactions have
been eliminated in consolidation.
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The accompanying condensed consolidated balance sheet as of December 31, 2007, has been derived
from audited financial statements and the unaudited interim condensed consolidated financial
statements have been prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and note disclosures normally included in annual financial
statements prepared in accordance with generally accepted accounting principles have been condensed
or omitted pursuant to those rules and regulations, although the Company believes that the
disclosures made are adequate to make the information not misleading. It is suggested that these
condensed financial statements be read in conjunction with the consolidated financial statements
and the notes thereto included in the Companys latest Form 10-K. In the opinion of management,
the accompanying condensed consolidated financial statements contain all adjustments (consisting
solely of normal recurring adjustments) necessary to present fairly the financial position as of
March 31, 2008 and the results of operations and cash flows for the three months ended March 31,
2008 and 2007.
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The results of operations for interim periods are not necessarily indicative of the results to be
expected for the full year.
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3.
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Use of estimates:
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The preparation of financial statements in conformity with accounting principles generally accepted
in the United States requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date
of the financial statements. Estimates also affect the reported amounts of income and expenses
during the reporting period. Actual results could differ from those estimates.
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4.
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Properties and equipment
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Properties and equipment consists of the following:
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March 31,
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December 31,
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2008
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2007
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Properties on lease or held for lease:
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Land and land improvements
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$
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4,621,000
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$
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4,621,000
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Building
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1,699,000
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1,699,000
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6,320,000
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6,320,000
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Petroleum storage facility, on lease:
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Land and land improvements
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5,561,000
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5,561,000
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Buildings and structures
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1,415,000
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1,406,000
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Tanks and equipment
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14,569,000
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14,569,000
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21,545,000
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21,536,000
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Office equipment
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131,000
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126,000
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27,996,000
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27,982,000
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Less accumulated depreciation:
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Properties on lease or held for lease
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34,000
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16,000
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Petroleum storage facility, on lease
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7,320,000
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7,160,000
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Office equipment
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90,000
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89,000
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7,444,000
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7,265,000
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$
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20,552,000
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$
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20,717,000
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5.
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Description of leasing arrangements:
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As of March 31, 2008, the Company had entered into five long-term land leases for five separate
parcels upon which the improvements have been completed (developed parcels). In 2005, two
additional long-term land leases commenced (undeveloped parcels) and construction of the
improvements is in process on both parcels.
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Under the seven land leases which have commenced, the tenants are required to negotiate any tax
stabilization treaty or other arrangements, appeal any changes in real property assessments, and
pay real property taxes assessed under these arrangements. Accordingly, the amounts paid by the
tenants are excluded from leasing revenues and leasing expense on the accompanying consolidated
statements of income. For the three months ended March 31, 2008 and 2007, the real property taxes
attributable to the Companys land under these leases are $365,000 and $361,000 respectively.
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Under one of the leases which commenced in 2005, the tenant is entitled to a credit for future
rents equal to a portion of the real property taxes paid by the tenant through April 2007, which
credit now totals $520,000, the maximum amount. For real estate taxes prior to 2007, the Company
reported the portion of the real property taxes subject to the future credit as property tax
expense on the accompanying consolidated statement of income and as accrued property taxes on its
consolidated balance sheets. As the tenant made the tax payment, the amount of the payment was
reclassified from accrued property taxes to deferred leasing revenues. During the periods that the
tenant is entitled to the credit (commencing in 2010), the Company will reclassify deferred leasing
revenues to leasing revenues.
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6.
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Petroleum storage facility:
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Environmental remediation:
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In 1994, a leak was discovered in a 25,000 barrel storage tank at the Terminal which allowed the
escape of a small amount of fuel oil. All required notices were made to the State of Rhode Island
Department of Environmental Management (RIDEM). In 2000, the tank was demolished and testing of
the groundwater indicated that there was no large pooling of contaminants. In 2001, RIDEM approved
a plan pursuant to which the Company installed a passive system consisting of three wells and
commenced monitoring the wells.
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7
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In 2003, RIDEM decided that the passive monitoring system previously approved was not sufficient
and required the Company to design an active remediation system for the removal of product from the
contaminated site. The Company and its consulting engineers began the pre-design testing of the
site in the fourth quarter of 2004. The consulting engineers estimated a total cost of $200,000 to
design, install and operate the system, which amount was accrued in 2004. Through March 31, 2008,
the Company has expended $119,000. RIDEM has not taken any action on the Companys proposed plan.
As designed, the system will pump out the contaminants which will be disposed of in compliance with
applicable regulations. After a period of time, the groundwater will be tested to determine if
sufficient contaminants have been removed. While the Company and its consulting engineers believe
that the proposed active remediation system will correct the situation, it is possible that RIDEM
could require the Company to expand remediation efforts, which could result in the Company
incurring additional costs.
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Environmental incident:
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In 2002, during testing of monitoring wells at the Terminal, the Companys consulting engineer
discovered free floating phase product in a groundwater monitoring well located on that portion of
the Terminal purchased in 2000. Preliminary laboratory analysis indicated that the product was
gasoline, which is not a product the Company ever stored at the Terminal. However, in the 1950s
gasoline was stored on the Companys property by a predecessor owner. The Company commenced an
environmental investigation and analysis, the results of which indicate that the gasoline did not
come from the Terminal. The Company notified RIDEM. The Company will continue to monitor RIDEMs
investigation.
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Since January 2003, the Company has not incurred significant costs in connection with this matter
and is unable to determine the costs it might incur to remedy the situation as well as any costs to
investigate, defend, and seek reimbursement from the responsible party with respect to this
contamination.
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7.
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Income taxes:
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Deferred income taxes are recorded based upon differences between financial statement and tax basis
amounts of assets and liabilities. The tax effects of temporary differences which give rise to
deferred tax assets and liabilities were as follows:
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March 31,
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December 31,
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2008
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2007
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Gross deferred tax liabilities:
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Property having a financial statement basis in excess of tax basis
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$
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5,418,000
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$
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5,391,000
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Insurance premiums
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56,000
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80,000
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5,474,000
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5,471,000
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Gross deferred tax assets
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(307,000
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(320,000
|
)
|
|
|
|
|
|
|
|
|
|
$
|
5,167,000
|
|
|
$
|
5,151,000
|
|
|
|
|
|
|
|
|
8.
|
|
Operating segment disclosures:
|
|
|
|
The Company operates in two segments: (1) Leasing and (2) Petroleum Storage.
|
|
|
|
The Company makes decisions relative to the allocation of resources and evaluates performance based
on each segments respective income before income taxes, excluding interest income, and certain
corporate expenses.
|
|
|
|
Inter-segment revenues are immaterial in amount. The Company did not incur interest expense during
the three months ended March 31, 2008 and 2007.
|
8
|
|
The following financial information is used for making operating decisions and assessing
performance of each of the Companys segments for the three months ended March 31, 2008 and 2007:
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
Leasing:
|
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
|
|
|
Long-term leases:
|
|
|
|
|
|
|
|
|
Contractual
|
|
$
|
521,000
|
|
|
$
|
505,000
|
|
Contingent
|
|
|
14,000
|
|
|
|
15,000
|
|
Short-term leases
|
|
|
180,000
|
|
|
|
139,000
|
|
|
|
|
|
|
|
|
Total revenues
|
|
$
|
715,000
|
|
|
$
|
659,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property tax expense
|
|
$
|
134,000
|
|
|
$
|
103,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
$
|
18,000
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
$
|
525,000
|
|
|
$
|
521,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
$
|
6,446,000
|
|
|
$
|
4,150,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Petroleum storage:
|
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
|
|
|
Contractual
|
|
$
|
901,000
|
|
|
$
|
853,000
|
|
Contingent
|
|
|
50,000
|
|
|
|
122,000
|
|
|
|
|
|
|
|
|
Total revenues
|
|
$
|
951,000
|
|
|
$
|
975,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property tax expense
|
|
$
|
52,000
|
|
|
$
|
27,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
$
|
160,000
|
|
|
$
|
159,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
$
|
436,000
|
|
|
$
|
420,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
$
|
14,559,000
|
|
|
$
|
14,653,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Properties and equipment, additions
|
|
$
|
9,000
|
|
|
$
|
19,000
|
|
|
|
|
|
|
|
|
The following is a reconciliation of the segment information to the amounts reported in the
accompanying consolidated financial statements for the three months ended March 31, 2008 and 2007:
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
Revenues and other income:
|
|
|
|
|
|
|
|
|
Revenues for operating segments:
|
|
|
|
|
|
|
|
|
Leasing
|
|
$
|
715,000
|
|
|
$
|
659,000
|
|
Petroleum storage
|
|
|
951,000
|
|
|
|
975,000
|
|
|
|
|
|
|
|
|
|
|
|
1,666,000
|
|
|
|
1,634,000
|
|
Interest income
|
|
|
7,000
|
|
|
|
31,000
|
|
|
|
|
|
|
|
|
Total consolidated revenues and other income
|
|
$
|
1,673,000
|
|
|
$
|
1,665,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property tax expense:
|
|
|
|
|
|
|
|
|
Property tax expense for operating segments:
|
|
|
|
|
|
|
|
|
Leasing
|
|
$
|
134,000
|
|
|
$
|
103,000
|
|
Petroleum storage
|
|
|
52,000
|
|
|
|
27,000
|
|
|
|
|
|
|
|
|
|
|
|
186,000
|
|
|
|
130,000
|
|
Unallocated corporate property tax expense
|
|
|
1,000
|
|
|
|
1,000
|
|
|
|
|
|
|
|
|
Total consolidated property tax expense
|
|
$
|
187,000
|
|
|
$
|
131,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation:
|
|
|
|
|
|
|
|
|
Depreciation for operating segments:
|
|
|
|
|
|
|
|
|
Leasing
|
|
$
|
18,000
|
|
|
$
|
|
|
Petroleum storage segment:
|
|
|
160,000
|
|
|
|
159,000
|
|
Unallocated corporate depreciation
|
|
|
1,000
|
|
|
|
1,000
|
|
|
|
|
|
|
|
|
Total consolidated depreciation
|
|
$
|
179,000
|
|
|
$
|
160,000
|
|
|
|
|
|
|
|
|
9
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
Income before income taxes:
|
|
|
|
|
|
|
|
|
Income before income taxes for operating segments:
|
|
|
|
|
|
|
|
|
Leasing
|
|
$
|
525,000
|
|
|
$
|
521,000
|
|
Petroleum storage
|
|
|
436,000
|
|
|
|
420,000
|
|
|
|
|
|
|
|
|
|
|
|
961,000
|
|
|
|
941,000
|
|
Interest income
|
|
|
7,000
|
|
|
|
31,000
|
|
Unallocated corporate expenses
|
|
|
(291,000
|
)
|
|
|
(335,000
|
)
|
|
|
|
|
|
|
|
Total consolidated income before income taxes
|
|
$
|
677,000
|
|
|
$
|
637,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets:
|
|
|
|
|
|
|
|
|
Assets for operating segments:
|
|
|
|
|
|
|
|
|
Leasing
|
|
$
|
6,446,000
|
|
|
$
|
4,150,000
|
|
Petroleum storage
|
|
|
14,559,000
|
|
|
|
14,653,000
|
|
|
|
|
|
|
|
|
|
|
|
21,005,000
|
|
|
|
18,803,000
|
|
Corporate cash and cash equivalents
|
|
|
2,172,000
|
|
|
|
3,424,000
|
|
Other unallocated amounts
|
|
|
40,000
|
|
|
|
9,000
|
|
|
|
|
|
|
|
|
Total consolidated assets
|
|
$
|
23,217,000
|
|
|
$
|
22,236,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additions to properties and equipment:
|
|
|
|
|
|
|
|
|
Additions to petroleum storage segment
|
|
$
|
9,000
|
|
|
$
|
19,000
|
|
Unallocated corporate additions to properties
and equipment
|
|
|
5,000
|
|
|
|
|
|
|
|
|
|
|
|
|
Total consolidated additions
|
|
$
|
14,000
|
|
|
$
|
19,000
|
|
|
|
|
|
|
|
|
10
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
FORWARD LOOKING STATEMENTS
Certain portions of this report, and particularly the Managements Discussion and
Analysis of Financial Condition and Results of Operations, and the Notes to
Consolidated Financial Statements, contain forward-looking statements which
represent the Companys expectations or beliefs concerning future events. The
Company cautions that these statements are further qualified by important factors
that could cause actual results to differ materially from those in the
forward-looking statements, including, without limitation, the following: the
ability of the Company to generate adequate amounts of cash; the collectibility of
the accrued leasing revenues when due over the terms of the long-term land leases;
the commencement of additional long-term land leases; changes in economic conditions
that may affect either the current or future development on the Companys parcels;
and exposure to contamination, remediation or similar costs associated with the
operation of the petroleum storage facility.
1.
|
|
Overview:
|
|
|
|
Critical accounting policies:
|
|
|
|
The Company believes that its revenue recognition policy for long-term leases with scheduled rent
increases (leasing segment) meets the definition of a critical accounting policy which is discussed
in the Companys Form 10-K for the year ended December 31, 2007. There have been no changes to the
application of this accounting policy since December 31, 2007.
|
|
|
|
Segments:
|
|
|
|
The Company operates in two segments, leasing and petroleum storage.
|
|
|
|
The leasing segment consists of the long-term leasing of certain of its real estate interests in
downtown Providence, Rhode Island (upon the commencement of which the tenants are required to
construct buildings thereon, with the exception of a parking garage), the leasing of a portion of
the Steeple Street Building acquired in November 2007 under short-term leasing arrangements and the
leasing of locations along interstate and primary highways in Rhode Island and Massachusetts to
Lamar Outdoor Advertising, LLC (Lamar) which has constructed outdoor advertising boards thereon.
The Company anticipates that the future development of its remaining properties in and adjacent to
the Capital Center area will consist primarily of long-term ground leases. Pending this
development, the Company leases these parcels for public parking under short-term leasing
arrangements.
|
|
|
|
The petroleum storage segment consists of the operating of the petroleum storage terminal (the
Terminal) and the Wilkesbarre Pier (the Pier), collectively referred to as the Facility,
located in East Providence, Rhode Island, for Global Companies, LLC (Global) which stores and
distributes petroleum products.
|
|
|
|
The principal difference between the two segments relates to the nature of the operations. The
tenants under the long-term land leases incur substantially all of the development and operating
costs of the assets constructed on the Companys land, including the payment of real property taxes
on both the land and any improvements constructed thereon; whereas the Company is responsible for
the operating and maintenance expenditures, including real property taxes, as well as capital
improvements at the Facility.
|
2.
|
|
Results of operations:
|
Three months ended March 31, 2008 compared to three months ended March 31, 2007:
Leasing segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
|
Difference
|
|
Leasing revenues
|
|
$
|
715,000
|
|
|
$
|
659,000
|
|
|
$
|
56,000
|
|
Leasing expense
|
|
|
190,000
|
|
|
|
138,000
|
|
|
$
|
52,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
525,000
|
|
|
$
|
521,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
Leasing revenue increased principally due to increases in rentals under short-term leases,
including rentals from the Steeple Street Building purchased in November 2007. Leasing expense
increased principally due to higher real property taxes and expenses associated with the Steeple
Street Building.
Petroleum storage segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
|
2007
|
|
|
Difference
|
|
Petroleum storage facility revenues
|
|
$
|
951,000
|
|
|
$
|
975,000
|
|
|
$
|
(24,000
|
)
|
Petroleum storage facility expense
|
|
|
515,000
|
|
|
|
555,000
|
|
|
$
|
(40,000
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
436,000
|
|
|
$
|
420,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Petroleum storage facility revenue decreased principally due to lower contingent revenue due to
lower throughput offset in part by higher monthly rent resulting from the annual cost-of-living
adjustment May 1, 2007 and rental of $25,000 resulting from the increase in property taxes as
required by the lease, which amount resulted principally from an increase in the assessment on the
petroleum storage facility. Petroleum storage facility expense decreased principally due to lower
legal and professional engineering fees offset in part by higher payroll and related costs
resulting from the hiring of a new employee and higher real estate taxes resulting principally from
an increased assessment on the petroleum storage facility, which amount was reimbursed by the
tenant.
The May 1, 2008 annual cost-of-living adjustment under the lease for the petroleum storage facility
is $136,000 annually.
General:
For the three months ended March 31, 2008, general and administrative expense decreased $44,000
from 2007 due
principally to a decrease in payroll and related costs due to the non-replacement of a retired
employee offset in part by higher professional fees incurred in complying with Section 404(a) of
the Sarbanes-Oxley Act of 2002.
Other income, interest:
Interest income decreased due to lower levels of cash available for investment resulting in part
from the cash purchase of the Steeple Street Building and lower interest rates.
3.
|
|
Liquidity and capital resources:
|
|
|
|
Historically, the Company has had adequate liquidity to fund its operations.
|
|
|
|
During the first quarter of 2008, the Companys operating activities produced $650,000 of cash.
Cash and cash equivalents increased by $322,000 for the quarter. The principal utilization of cash
during the quarter was for the payment of dividends of $198,000 and the payment for properties and
equipment of $130,000.
|
|
|
|
Currently, approximately 50 percent of the Steeple Street Building is rented under short-term
arrangements. The Company is evaluating available alternatives for the remaining space, including
the possibility of historic renovation.
|
|
|
|
In managements opinion, operations will continue to generate sufficient cash to enable the Company
to meet its operating expenses, capital expenditures and dividend payments, if declared.
|
|
|
|
Cash and cash equivalents and cash commitments:
|
|
|
|
At March 31, 2008, the Company had cash and cash equivalents of $2,296,000. The Company
anticipates making $300,000 in improvements at the Pier during 2008.
|
|
|
|
In April 2008, the Company declared a quarterly dividend of $198,000 ($.06 per common share). The
declaration of future dividends and the amount thereof will depend on the Companys future
earnings, financial factors and other events.
|
|
|
|
In managements opinion, the Company should be able to generate adequate amounts of cash to meet
all of its anticipated obligations. In the event temporary additional liquidity is required, the
Company believes that a line of credit or other arrangements could be obtained by pledging some or
all of its unencumbered assets as collateral.
|
12
|
|
Item 3. Quantitative and Qualitative Disclosures About Market Securities
|
The Companys cash and cash equivalent balances are exposed to risk of changes in short-term
interest rates. Reductions in short-term interest rates could result in a reduction in interest
income; however, the impact on income would not be material in amount.
|
|
Item 4. Controls and Procedures
|
As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the Exchange
Act), the Company carried out an evaluation of the effectiveness of the design and operation of
the Companys disclosure controls and procedures as of the end of the period covered by this
report. This evaluation was carried out under the supervision and with the participation of the
Companys management, including the Companys principal executive officer and the Companys
principal financial officer. Based upon that evaluation, the principal executive officer and the
principal financial officer concluded that the Companys disclosure controls and procedures are
effective to ensure that information required to be disclosed by the Company in reports that it
files or submits under the Exchange Act is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission rules and forms.
There was no significant change in the Companys internal control over financial reporting that
occurred during the Companys most recent fiscal quarter that has materially affected, or is
reasonably likely to affect, the Companys internal control over financial reporting. The Company
continues to enhance its internal controls over financial reporting, primarily by evaluating and
enhancing process and control documentation. Management discusses with and discloses these matters
to the Audit Committee of the Board of Directors and the Companys auditors.
13
PART II OTHER INFORMATION
Item 6. Exhibits
(b) Exhibits:
|
3.1
|
|
Amended Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the
registrants report on Form 8-K filed December 10, 2001).
|
|
|
3.2
|
|
By-laws, as amended (incorporated by reference to Exhibit 3.2 to the registrants annual
report on Form 10-K for the year ended December 31, 2007).
|
|
|
10
|
|
Material contracts:
|
|
(a)
|
|
Lease between Metropark, Ltd. and Company:
|
|
|
(i)
|
|
Dated January 1, 2005 (incorporated by reference to Exhibit 10(a)
to the registrants annual report on Form 10-KSB for the year ended December 31,
2004), as amended.
|
|
|
(b)
|
|
Miscellaneous contract:
|
|
|
(i)
|
|
Option Agreement to Purchase Real Property and Related Assets, dated June
9, 2003, by and between Dunellen, LLC and Global Companies, LLC
(incorporated by reference to Exhibit 10(b)(i) to the registrants Report on Form
10-QSB/A for the quarterly period ended June 30, 2003), as amended.
|
|
31.1
|
|
Rule 13a-14(a) Certification of President and Principal Executive Officer
|
|
|
31.2
|
|
Rule 13a-14(a) Certification of Treasurer and Principal Financial Officer
|
|
|
32.1
|
|
Certification of President and Principal Executive Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
32.2
|
|
Certification of Treasurer and Principal Financial Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
14
SIGNATURE
In accordance with the requirements of the Exchange Act, the Issuer caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
|
|
|
|
|
|
CAPITAL PROPERTIES, INC.
|
|
By
|
/s/ Robert H. Eder
|
|
|
Robert H. Eder
|
|
|
President and Principal Executive Officer
|
|
|
|
|
|
By
|
/s/ Barbara J. Dreyer
|
|
|
Barbara J. Dreyer
|
|
|
Treasurer and Principal Financial Officer
|
|
|
DATED: April 29, 2008
15
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