UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
ý Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2004, or
o Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
COMMISSION FILE NUMBER 1-13374
REALTY INCOME CORPORATION
(Exact name of registrant as specified in its charter)
Maryland
(State or other jurisdiction of incorporation or organization)
33-0580106
(I.R.S. Employer Identification No.)
220 West Crest Street, Escondido, California 92025
(Address of principal executive offices)
(760) 741-2111
(Registrant’s telephone number)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities 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 ý NO o
There were 39,613,507 shares of common stock outstanding as of May 10, 2004.
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes ý No o
REALTY INCOME CORPORATION
Form 10-Q
March 31, 2004
TABLE OF CONTENTS
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
REALTY INCOME CORPORATION AND SUBSIDIARIES
March 31, 2004 and December 31, 2003
(dollars in thousands, except per share data)
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2004 |
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2003 |
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(Unaudited) |
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ASSETS |
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Real estate, at cost: |
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Land |
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$ |
598,901 |
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$ |
557,288 |
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Buildings and improvements |
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1,033,627 |
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975,894 |
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1,632,528 |
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1,533,182 |
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Less accumulated depreciation and amortization |
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(279,814 |
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(272,647 |
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Net real estate held for investment |
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1,352,714 |
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1,260,535 |
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Real estate held for sale, net |
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41,727 |
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60,110 |
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Net real estate |
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1,394,441 |
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1,320,645 |
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Cash and cash equivalents |
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5,550 |
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4,837 |
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Accounts receivable |
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3,216 |
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3,950 |
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Goodwill, net |
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17,206 |
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17,206 |
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Other assets |
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12,921 |
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13,619 |
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Total assets |
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$ |
1,433,334 |
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$ |
1,360,257 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Distributions payable |
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$ |
7,972 |
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$ |
7,582 |
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Accounts payable and accrued expenses |
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10,521 |
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11,479 |
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Other liabilities |
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6,183 |
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7,030 |
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Line of credit payable |
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33,200 |
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26,400 |
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Notes payable |
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480,000 |
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480,000 |
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Total liabilities |
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537,876 |
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532,491 |
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Commitments and contingencies |
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Stockholders’ equity: |
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Preferred stock and paid in capital, par value $1.00 per share, 20,000,000 shares authorized, 4,125,700 shares issued and outstanding |
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99,368 |
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99,368 |
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Common stock and paid in capital, par value $1.00 per share, 100,000,000 shares authorized, 39,611,507 and 37,909,086 shares issued and outstanding in 2004 and 2003, respectively |
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1,037,491 |
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969,030 |
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Distributions in excess of net income |
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(241,401 |
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(240,632 |
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Total stockholders’ equity |
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895,458 |
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827,766 |
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Total liabilities and stockholders’ equity |
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$ |
1,433,334 |
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$ |
1,360,257 |
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The accompanying notes to consolidated financial statements are an integral part of these statements.
3
REALTY INCOME CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
For the three months ended March 31, 2004 and 2003
(dollars in thousands, except per share data)
(unaudited)
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2004 |
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2003 |
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REVENUE |
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Rental |
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$ |
41,933 |
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$ |
34,618 |
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Other |
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463 |
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82 |
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42,396 |
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34,700 |
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EXPENSES |
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Interest |
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8,481 |
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5,887 |
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Depreciation and amortization |
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9,789 |
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7,875 |
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General and administrative |
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3,162 |
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2,575 |
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