SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
March 3, 2005
HOME PROPERTIES, INC.
(Exact name of Registrant as specified in its Charter)
MARYLAND 1-13136 No. 16-1455126
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
850 Clinton Square, Rochester, New York 14604
www.homeproperties.com
(Address of principal executive offices and internet site)
(585) 546-4900
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01
On March 7, 2005, the Registrant, Home Properties, L.P. (the "Operating
Partnership") and Home Leasing Corporation entered into a settlement agreement
with Genesee Valley Medical Center, L.P. and certain of its limited partners
("GVMC"), which had commenced a legal action in 2000 against the Registrant, the
Operating Partnership and Home Leasing. Home Leasing is owned by Nelson B.
Leenhouts and Norman Leenhouts, who are the Co-Chairs of the Board of Directors
and Senior Advisors to the Registrant. The Registrant was originally formed to
expand and continue Home Leasing's business. The law suit relates to the
exclusion of a commercial property from the Registrant's initial public offering
in 1994. Pursuant to the settlement agreement, GVMC is to be paid $3.5 million
on or before March 28, 2005. The Board of Directors of the Registrant has
authorized the Registrant to pay this amount on behalf of the Registrant, the
Operating Partnership and Home Leasing, as well as to reimburse Home Leasing for
approximately $200,000 of legal fees that it incurred in defending this action.
Payment will be made on behalf of Home Leasing and Home Leasing will be
reimbursed for its legal expense in recognition of the fact that the matters
alleged in the lawsuit against Home Leasing related directly and solely to the
promotion and creation of the Registrant.
Payment of the settlement amount, the legal fee reimbursement to Home Leasing,
as well as the accrual of additional related legal fees by the Registrant
($100,000) for a total of $3.8 million (the "Settlement Payment") will be
accrued as a liability in the fourth quarter 2004. Fourth quarter 2004 results
were originally announced by the Company on March 4, 2005 before the discussions
resulting in the settlement agreement ever began. Jury selection on the settled
matter occurred on March 4, 2005 and the trial was scheduled to begin on March
7, 2005, the day that the matter was settled.
The financial results for fourth quarter 2004 as included in a press release
issued on March 3, 2005 and filed with the Securities and Exchange Commission on
Form 8-K on March 4, 2005 will be revised to reflect the effect of the
Settlement Payment. The supplemental information furnished as Exhibit 99.1
herewith was included as part of the March 3, 2005 press release and thus does
not reflect, but will be revised to reflect, the effect of the Settlement
Payment. The Registrant expects to file an additional amendment to further amend
the March 4, 2005 Form 8-K filing to reflect the effect of the Settlement
Payment on the financial results and supplemental information relating to the
fourth quarter 2004 results.
ITEM 7.01. REGULATION FD DISCLOSURE
This Amendment amends the current report on Form 8-K filed by Home Properties,
Inc. on March 4, 2005, to furnish (not file) the supplemental information to the
Press Release of March 3, 2005, relating to fourth quarter 2004 results. As
noted above, the Registrant expects to furnish revised supplemental information
in an additional Form 8-K/A in order to reflect the effect of the Settlement
Payment. The supplemental information that the Company expects to revise is
limited to Schedule 9 (Net Asset Value Calculation) and Schedule 12
(Reconciliation of FIN 46 Consolidation Balance Sheet).
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
c. Exhibit
Exhibit 99.1 Supplemental information to Press Release of March 3,
2005, relating to fourth quarter 2004 results.
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.
Dated: March 10, 2005 HOME PROPERTIES, INC.
(Registrant)
By: /s/ David P. Gardner
------------------------------------------
David P. Gardner, Executive Vice President
and Chief Financial Officer