Back to GetFilings.com
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2003
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
For the transition period from ________ to_______
For the Quarter ended Commission File
March 31, 2003 No 2-29442
MONMOUTH REAL ESTATE INVESTMENT CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware 22-1897375
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3499 Route 9 North, Suite 3-C, Freehold, NJ 07728
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code:(732) 577-9997
- -----------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report.)
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 and 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 X No
The number of shares or other units outstanding of each of the
issuer's classes of securities as of February 5, 2002 was
13,044,075.
MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARY
FOR THE QUARTER ENDED MARCH 31, 2003
C O N T E N T S
Page No.
Part I - Financial Information
Item 1 - Financial Statements (Unaudited):
Consolidated Balance Sheets 3
Consolidated Statements of Income 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6-9
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of
Operations 10-13
Item 3 - Quantitative and Qualitative Disclosures About
Market Risk
There have been no material changes to information
Required regarding quantitative and qualitative
disclosures about market risk from the end of the
preceding year to the date of this Form 10-Q.
Item 4 - Controls and Procedures 13
Part II - Other Information 14
Signatures 15
Page 2
MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2003 AND SEPTEMBER 30, 2002
March 31, September 30,
2003 2002
__________ __________
ASSETS
Real Estate Investments:
Land $ 24,241,213 $ 21,011,214
Buildings, Improvements and Equipment,
Net of Accumulated Depreciation of
$15,569,036 and $13,869,844,respectively 122,406,706 108,096,042
___________ ___________
Total Real Estate Investments 146,647,919 129,107,256
Cash and Cash Equivalents 414,365 693,572
Securities Available for Sale at Fair Value 19,602,863 15,223,942
Interest and Other Receivables 680,241 909,234
Prepaid Expenses 133,489 37,674
Lease Costs, Net of Accumulated Amortization 102,307 125,809
Investment in Hollister '97, L.L.C. 900,399 900,399
Other Assets 1,472,575 2,013,607
___________ ___________
TOTAL ASSETS $169,954,158 $149,011,493
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Mortgage Notes Payable $ 88,801,679 $ 78,220,163
Loans Payable 7,044,876 10,775,467
Other Liabilities 1,017,969 1,010,847
___________ ___________
Total Liabilities 96,864,524 90,006,477
___________ ___________
Shareholders' Equity:
Common Stock-Class A-$.01 Par Value,
20,000,000 Shares Authorized, 14,489,536
and 12,132,748 Shares Issued and
Outstanding, respectively 145,495 121,327
Common Stock-Class B-$.01 Par Value,
100,000 Shares Authorized, No Shares
Issued or Outstanding -0- -0-
Additional Paid-In Capital 72,788,712 58,388,761
Accumulated Other Comprehensive Income 1,505,428 1,844,929
Loans to Officers,Directors & Key Employees (1,350,001) (1,350,001)
Undistributed Income -0- -0-
___________ ___________
Total Shareholders' Equity 73,089,634 59,005,016
___________ ___________
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $169,954,158 $149,011,493
=========== ===========
Unaudited
See Accompanying Notes to Consolidated Financial Statements
Page 3
MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE AND SIX MONTHS ENDED MARCH 31, 2003 AND 2002
Three Months Six Months
3/31/03 3/31/02 3/31/03 3/31/02
__________ __________ __________ __________
INCOME:
Rental and Occupancy Charges $4,254,732 $3,611,282 $8,270,767 $6,918,025
Interest and Dividend Income 350,218 267,662 676,908 560,162
Gain on Securities Available
for Sale Transactions, net 96,307 203,951 341,612 372,999
__________ __________ __________ __________
TOTAL INCOME 4,701,257 4,082,895 9,289,287 7,851,186
__________ __________ __________ __________
EXPENSES:
Interest Expense 1,716,285 1,495,625 3,407,449 2,921,916
Real Estate Taxes 237,385 118,345 268,189 161,571
Operating Expenses 284,603 301,272 497,311 483,257
Office and General Expense 452,525 374,637 836,592 592,881
Depreciation 868,330 719,974 1,699,189 1,416,174
__________ __________ __________ __________
TOTAL EXPENSES 3,559,128 3,009,853 6,708,730 5,575,799
__________ __________ __________ __________
NET INCOME $1,142,129 $1,073,042 $2,580,557 $2,275,387
========== ========== ========== ==========
NET INCOME - PER SHARE
Basic $ .08 $ .10 $ .20 $ .21
========== ========== ========== ==========
Diluted $ 08 $ .10 $ .20 $ .21
========== ========== ========== ==========
WEIGHTED AVERAGE
SHARES OUTSTANDING
Basic 13,499,221 10,892,876 12,956,950 10,687,063
========== ========== ========== ==========
Diluted 13,517,277 10,924,160 12,972,087 10,712,524
========== ========== ========== ==========
Unaudited
See Accompanying Notes to Consolidated Financial Statements
Page 4
MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED MARCH 31, 2003 AND 2002
2003 2002
____ ____
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $2,580,557 $2,275,387
Noncash Items Included in Net Income:
Depreciation 1,699,189 1,416,174
Amortization 106,258 80,175
Gain on Sales of Securities
Available for Sale (341,612) (372,999)
Changes In:
Interest and Other Receivables 228,993 32,080
Prepaid Expenses (95,815) 43,373
Other Assets and Lease Costs 692,479 378,521
Other Liabilities 7,122 (87,360)
__________ __________
NET CASH PROVIDED BY OPERATING
ACTIVITIES 4,877,171 3,765,351
__________ __________
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to Land, Buildings,
Improvements and Equipment (19,239,852) (24,639,572)
Purchase of Securities Available for
Sale (5,747,266) (100,000)
Proceeds from Sale of Securities
Available for Sale 1,370,456 2,423,720
__________ __________
NET CASH USED BY INVESTING ACTIVITIES (23,616,662) (22,315,852)
__________ __________
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Loans 4,815,000 9,115,530
Principal Payments on Loans (8,545,591) (8,848,009)
Proceeds from Mortgages 14,150,000 18,350,000
Principal Payments on Mortgages (3,568,484) (1,999,479)
Financing Costs on Debt (234,203) (242,528)
Proceeds from Issuance of Class A
Common Stock 14,070,271 4,718,970
Proceeds from Exercise of Stock
Options 39,750 -0-
Dividends Paid (2,266,459) (2,156,565)
__________ __________
NET CASH PROVIDED BY FINANCING 18,460,284 18,937,919
ACTIVITIES __________ __________
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (279,207) 387,418
CASH AND CASH EQUIVALENTS -
BEGINNING OF PERIOD 693,572 147,579
__________ __________
END OF PERIOD $ 414,365 $ 534,997
========== ==========
Unaudited
See Accompanying Notes to Consolidated Financial Statements
Page 5
MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARY NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - ACCOUNTING POLICY
The interim financial statements furnished herein reflect
all adjustments which were, in the opinion of management,
necessary to present fairly the financial position, results of
operations and cash flows at March 31, 2003 and for all periods
presented. All adjustments made in the interim period were of a
normal recurring nature. Certain footnote disclosures which
would substantially duplicate the disclosures contained in the
audited financial statements and notes thereto included in the
Annual Report of Monmouth Real Estate Investment Corporation (the
Company) for the year ended September 30, 2002 have been omitted.
NOTE 2 - NET INCOME PER SHARE
Basic net income per share is calculated by dividing net
income by the weighted-average number of common shares
outstanding during the period. Diluted net income per share is
calculated by dividing net income by the weighted-average number
of common shares outstanding plus the weighted-average number of
net shares that would be issued upon exercise of stock options
pursuant to the treasury stock method. Options in the amount of
18,056 shares and 31,284 shares for the three months ended March
31, 2003 and 2002, respectively, are included in the diluted
weighted average shares outstanding. Options in the amount of
15,137 shares, and 25,461 shares for the six months ended March
31, 2003 and 2002, respectively, are included in the diluted
weighted average shares outstanding.
NOTE 3 - COMPREHENSIVE INCOME
Total comprehensive income, including unrealized gains
(loss) on securities available for sale, for the three and six
months ended March 31, 2003 and 2002 is as follows:
March 31, March 31,
2003 2002
Three Months $1,044,834 $1,469,351
Six Months 2,241,056 3,124,182
NOTE 4 - REAL ESTATE INVESTMENTS
On November 6, 2002, the Company purchased a 288,211 square
foot manufacturing and warehouse facility in Tolleson, Arizona.
This facility is 100% net leased to Western Container
Corporation, which manufactures plastic bottles for Coca-Cola
soft drink products. The lease is guaranteed by Coca-Cola
Enterprises. The purchase price was approximately $14,800,000.
The Company paid approximately $550,000 in cash, borrowed
approximately $2,200,000 against its security portfolio with
Prudential Securities, used approximately $1,100,000 of its
revolving credit line with Fleet Bank and obtained a mortgage of
approximately $10,950,000. This mortgage payable is at an
interest rate of 5.8% and is due November 1, 2012.
Page 6
NOTE 4 - REAL ESTATE INVESTMENTS, (CONT'D.)
On November 21, 2002 the Company purchased a 90,020 square
foot warehouse facility in Fort Meyers, Florida. This warehouse
facility is 100% net leased to Fed Ed Ground Package System,
Inc., a subsidiary of Federal Express Corporation. The purchase
price was approximately $4,400,000. The Company paid
approximately $1,200,000 in cash, and obtained a mortgage of
approximately $3,200,000. This mortgage payable is at a rate of
6.33% and matures December 1, 2012.
NOTE 5 - SHAREHOLDERS' EQUITY
On February 27, 2003, the Company sold 1,257,253 shares in a
private placement with Palisade Concentrated Equity Partnership,
L.P. for cash of $8,324,901 or $6.6215 a share. The proceeds of
the private placement were used to pay down the Company's
outstanding credit facility and will be used for working capital.
On March 17, 2003, the Company paid $1,898,483 as a dividend
of $.145 per share to shareholders of record February 18, 2003.
Total dividends paid for the six months ended March 31, 2003
amounted to $3,714,228.
For the six months ended March 31, 2003, the Company
received $7,193,139 from the Dividend Reinvestment and Stock
Purchase Plan (DRIP). There were 1,092,535 shares issued under
the Plan, resulting in 14,489,536 shares outstanding.
NOTE 6 - EMPLOYEE STOCK OPTIONS
The Company had elected to follow APB Opinion No. 25 in
accounting for its stock option plan prior to October 1, 2002,
and accordingly no compensation cost had been recognized prior to
October 1, 2002. Had compensation cost been determined
consistent with SFAS No. 123, the Company's net income and
earnings per share would have been reduced to the pro forma
amounts as follows:
3 Months 3 Months 6 Months 6 Months
3/31/03 3/31/02 3/31/03 3/31/02
Net Income Prior to
Compensation Expense for
Grants in FY 2003 $1,144,404 $1,073,042 $2,582,832 $2,275,387
Compensation Expense 2,275 -0- 2,275 -0-
__________ __________ __________ __________
Net Income as Reported 1,142,129 1,073,042 2,580,557 2,275,387
Compensation expenses if the
Fair value method had been
Applied 9,750 3,279 19,500 6,725
__________ __________ __________ __________
Net Income Pro forma $1,132,379 $1,069,763 $2,561,057 $2,268,622
========== ========== ========== ==========
Net Income per share -
Basic and Diluted as reported $ 0.08 $ .10 $ 0.20 $ 0.21
Net Income per share -
Basic and Diluted Pro forma $ 0.08 $ 0.10 $ 0.20 $ 0.21
Page 7
NOTE 6 - EMPLOYEE STOCK OPTIONS, (CONT'D.)
The fair value of each option grant is estimated on the date
of grant using the Black-Scholes option pricing model with the
following weighted-average assumptions used for grants in the
following years:
2002 2001
____ ____
Dividend yield 8% 9%
Expected volatility 13% 25%
Risk-free interest rate 3.40% 4.75%
Expected lives 5 5
During the six months ended March 31, 2003, the following
stock option was granted:
Number
Date of Number of of Option Expiration
Grant Employees Shares Price Date
1/22/03 1 65,000 $6.90 1/22/11
The Company adopted the fair value recognition provisions of
SFAS No. 123, "Accounting for Stock Based Compensation". Under
the prospective method of adoption selected by the Company under
the provisions of SFAS No. 148, "Accounting for Stock Based
Compensation, Transition and Disclosure", compensation costs of
$2,275 have been recognized in 2003, as the Company granted stock-
based employee compensation during the second quarter ended March
31, 2003.
The fair value of the options granted is estimated using the
Black-Scholes option pricing model with the following assumptions
for grants in 2003:
Dividend yield 8%
Expected volatility 13%
Risk-free interest rate 3.40%
Expected lives 5
During the six months ended March 31, 2003, two participants
exercised their stock options and purchased 7,000 shares for a
total of $39,750.
As of March 31, 2003, there were options outstanding to
purchase 523,000 shares and 715,000 shares were available for
grant under the Plan.
Page 8
NOTE 7 - CONTINGENCIES
The Company is subject to claims and litigation in the
ordinary course of business. Management does not believe that
any such claim or litigation will have a material adverse effect
on its business, assets, or results of operations.
NOTE 8 - SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid during the six months ended March 31, 2003 and
2002 for interest was $3,407,449 and $2,921,916, respectively.
During the six months ended March 31, 2003 and 2002, the
Company had dividend reinvestments of $1,447,769 and $950,734,
respectively, which required no cash transfers.
NOTE 19 - SUBSEQUENT EVENTS
On April 1, 2003, the Company purchased a 179,280 square
foot industrial building in Wyandotte County, in the City of
Edwardsville, Kansas. This industrial building is 100% net-
leased to Carlisle Tire and Wheel Company, for ten years. The
purchase price was approximately $7,000,000. To fund this
purchase, the Company used approximately $2,050,000 of its credit
line with Fleet Bank and assumed a mortgage of $4,950,000. This
mortgage payable is at an interest rate of 7.375% and is due in
2017.
Page 9
MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
MATERIAL CHANGES IN FINANCIAL CONDITION
The Company generated net cash provided by operating
activities of $4,877,171 for the current six months as compared
to $3,765,351 for the prior period. The Company raised
$7,193,139 from the issuance of shares of common stock through
its Dividend Reinvestment and Stock Purchase Plan (DRIP) and
$8,324,901 in cash from a private placement to Palisade
Concentrated Equity Partnership, L.P. (Palisade). On February
27, 2003, the Company issued 1,257,253 shares to Palisade for
$6.6215 per share. The proceeds of the private placement will be
used for working capital and was used to pay down the Company's
outstanding credit facility. Dividends paid for the six months
ended March 31, 2003 amounted to $3,714,228.
During the six months ended March 31, 2003, the Company
purchased two warehouse facilities for a total purchase price,
including closing costs, of approximately $19,200,000.
Securities available for sale increased by $4,378,921
primarily as a result of purchases of $5,747,266 and partially
offset by a decrease in the net unrealized gain of $339,501 and
sales of $1,370,456.
Other assets decreased by $541,032 primarily as a result of
deposits used for the purchase of two additional warehouse
facilities.
Mortgage notes payable increased by $10,581,516 during
the six months ended March 31, 2003. This increase was primarily
due to additional mortgages of $14,150,000 on the new
acquisitions partially offset by principal repayments of
$3,568,484.
Loans payable decreased by $3,730,591 during the six months
ended March 31, 2003. This decrease was the result of additional
take-downs in the amount of $4,815,000 of the Company's revolving
credit line and margin loan offset by repayments of $8,545,591.
MATERIAL CHANGES IN RESULTS OF OPERATIONS
Rental and occupancy charges increased for the three
months ended March 31, 2003 to $4,254,732 as compared to
$3,611,282 for the three months ended March 31, 2002. Rental and
occupancy charges increased for the six months ended March 31,
2003 to $8,270,767 as compared to $6,918,025 for the six months
ended March 31, 2002. This was a result of the new acquisitions
made in fiscal 2002 and 2003.
Interest and dividend income increased by $82,556 for the
three months ended March 31, 2003 as compared to the three months
ended March 31, 2002. Interest and dividend income increased by
$116,746 for the six months ended March 31, 2003 as compared to
the six months ended March 31, 2002. This was due primarily to
the purchase of securities available for sale during fiscal 2002
and 2003. Securities available for sale at March 31, 2002
amounted to $11,846,433.
Page 10
MATERIAL CHANGES IN RESULTS OF OPERATIONS, (CONT'D.)
Gain on Securities Available for Sale transactions amounted
to $96,307 and $203,951 for the three months ended March 31,
2003, respectively. Gain on Securities Available for Sale
transactions amounted to $341,612 and $372,999 for the six months
ended March 31, 2003 and 2002, respectively.
Interest expense increased by $220,660 for the three months
ended March 31, 2003 as compared to the three months ended March
31, 2001. Interest expense increased by $485,533 for the six
months ended March 31, 2003 as compared to the six months ended
March 31, 2002. This was primarily the result of additional
borrowings for the new acquisitions made in fiscal 2002 and
2003.
Real estate taxes increased by $119,040 for the three months
ended March 31, 2003 as compared to the three months ended March
31, 2001. Real estate taxes increased by $106,618 for the six
months ended March 31, 2003 as compared to the six months ended
March 31, 2002. This was due primarily to the new acquisitions
made in fiscal 2002 and 2003.
Operating expenses remained relatively stable for the three
and six months ended March 31, 2003 as compared with March 31,
2002.
Office and general expenses increased by $77,888 for the
three months ended March 31, 2003 as compared with March 31,
2002. Office and General expenses increased by $143,711 for the
six months ended March 31, 2003 as compared to the six months
ended March 31, 2002. This was primarily due to increased
professional fees, occupancy charges and personnel costs. The
Company has been expanding its operations.
Depreciation expense increased by $148,356 for the three
months ended March 31, 2003 as compared to the three months ended
March 31, 2002. Depreciation expense increased by $283,015 for
the six months ended March 31, 2003 as compared to the six months
ended March, 2002. This was due to the real estate acquisitions
in fiscal 2002 and 2003.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities amounted to
$4,877,171 and $3,765,351 during the six months ended March 31,
2003 and 2002, respectively.
The Company owns thirty-two properties of which twenty-seven
carried mortgage loans totaling $88,801,679 at March 31, 2003.
The Company has been raising capital through its DRIP, a private
placement with Palisade, and investing in net leased industrial
properties. The Company believes that funds generated from
operations, the DRIP, together with the ability to finance and
refinance its properties will provide sufficient funds to
adequately meet its obligations over the next several years.
Page 11
LIQUIDITY AND CAPITAL RESOURCES, (CONT'D.)
The Company seeks to invest in well-located, modern
buildings leased to credit worthy tenants on long-term leases.
In management's opinion, newly built facilities leased to The
Federal Express Corporation (FDX) and its subsidiaries meet this
criteria. The Company has a concentration of FDX and FDX
subsidiary leased properties. This is a risk factor that
shareholders should consider. FDX is a publicly-owned
corporation and information on its financial business operations
is readily available to the Company's shareholders. Because of
the contingent nature of contracts to purchase real property, the
Company announces acquisitions only on closing.
FUNDS FROM OPERATIONS
Funds from operations (FFO), is defined as net income,
excluding gains (or losses) from sales of depreciable assets,
plus depreciation. FFO should be considered as a supplemental
measure of operating performance used by real estate investment
trusts (REITs). FFO excludes historical cost depreciation as an
expense and may facilitate the comparison of REITs which have
different cost bases. The items excluded from FFO are
significant components in understanding the Company's financial
performance.
FFO (1) does not represent cash flow from operations as
defined by generally accepted accounting principles; (2) should
not be considered as an alternative to net income as a measure of
operating performance or to cash flows from operating, investing
and financing activities; and (3) is not an alternative to cash
flow as a measure of liquidity. FFO, as calculated by the
Company, may not be comparable to similarly entitled measures
reported by other REITs.
The Company's FFO for the three and six months ended March
31, 2003 and 2002 is calculated as follows:
Three Months Six Months
3/31/03 3/31/02 3/31/03 3/31/02
__________ __________ __________ __________
Net Income $1,142,129 $1,073,042 $2,580,557 $2,275,799
Depreciation
Expense 868,330 719,974 1,699,189 1,416,174
__________ __________ __________ __________
FFO $2,010,459 $1,793,016 $4,279,746 $3,691,973
========== ========== ========== ==========
The following are the cash flows provided (used) by
operating investing and financing activities for the six months
ended March 31, 2003 and 2002:
2003 2002
Operating Activities $ 4,877,171 $ 3,765,351
Investing Activities (23,616,662) (22,315,852)
Financing Activities 18,460,284 18,937,919
Page 12
CONTROLS AND PROCEDURES
Within the 90 days prior to the date of this report, the
Company carried out an evaluation, under the supervision of the
Company's Chief Executive Officer and Chief Financial Officer and
with the participation of the Company's management, including the
effectiveness of the design and operation of the Company's
disclosure controls and procedures pursuant to the Securities
Exchange Act Rule 13a-14. Based upon that evaluation, the Chief
Executive Officer and Chief Financial Officer concluded that the
Company's disclosure controls and procedures are effective in
timely alerting them to material information relating to the
Company required to be included in the Company's periodic
Securities and Exchange Commission filings. No significant
changes were made in the Company's internal controls or in other
factors that could significantly affect these controls subsequent
to the date of their evaluation.
SAFE HARBOR STATEMENT
This Form 10-Q contains various "forward-looking statements"
within the meaning of the Securities Act of 1933 and the
Securities Exchange Act of 1934, and the Company intends that
such forward-looking statements be subject to the safe harbors
created thereby. The words "may", "will", "expect", "believe",
"anticipate", "should", "estimate", and similar expressions
identify forward-looking statements. These forward-looking
statements reflect the Company's current views with respect to
future events and finance performance, but are based upon current
assumptions regarding the Company's operations, future results
and prospects, and are subject to many uncertainties and factors
relating to the Company's operations and business environment
which may cause the actual results of the Company to be
materially different from any future results expressed or implied
by such forward-looking statements.
Such factors include, but are not limited to, the following: (i)
changes in the general economic climate; (ii) increased
competition in the geographic areas in which the Company
operates; (iii) changes in government laws and regulations; and
(iv) the ability of the Company to continue to identify,
negotiate and acquire properties on terms favorable to the
Company. The Company undertakes no obligation to publicly update
or revise any forward-looking statements whether as a result of
new information, future events, or otherwise.
Page 13
MONMOUTH REAL ESTATE INVESTMENT CORPORATION
PART II: OTHER INFORMATION
ITEM 1: LEGAL PROCEEDINGS - None
ITEM 2: CHANGES IN SECURITIES - None
ITEM 3: DEFAULTS UPON SENIOR SECURITIES - None
ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS - None
ITEM 5: OTHER INFORMATION - None
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS -
99.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
99.2
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
99.3
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
99.4
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(b) REPORTS ON FORM 8-K - During the second quarter of 2003,the
Company filed the following reports on Form 8-K:
1) Form 8-K dated February 27, 2003 was filed to report the
private placement of 1,257,253 shares of its Class A Common Stock
with Palisade Concentrated Equity Partnership, L.P. in exchange
for $8,324,901.70 in cash.
2) Form 8-K dated April 1, 2003 was filed to report the
purchase of an industrial building in Edwardsville,
Kansas.
Page 14
SIGNATURES
Pursuant to the requirements 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.
MONMOUTH REAL ESTATE INVESTMENT CORPORATION
Date: May 12, 2003 By: /s/ Eugene W. Landy
Eugene W. Landy
President
Date: May 12, 2003 By: /s/ Anna T. Chew
Anna T. Chew
Controller
Page 15