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 AUGUST 14, 2003 ------------------------------------------------ Date of Report (Date of earliest event reported) AMERICAN REAL ESTATE PARTNERS, L.P. ------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) DELAWARE 1-9516 13-3398766 - ----------------------- ------------------------ ------------------------------------ (State of Organization) (Commission File Number) (IRS Employer Identification Number) 100 SOUTH BEDFORD ROAD MT. KISCO, NY 10549 -------------------------------------------------------------- (Address of Registrant's Principal Executive Office (Zip Code) (914) 242-7700 ----------------------------------------------------- (Registrant's telephone number, including area code) ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS On August 14, 2003, the Registrant announced its 2003 second quarter and six months financial results. Reference is made to the press release, dated August 14, 2003, annexed hereto as Exhibit 99.4 for information regarding the announcement. ITEM 7. EXHIBITS Description of Document 1
Exhibit No. 99.4 -- Press release, dated August 14, 2003 -- American Real Estate Partners, L.P., Reports Second Quarter and Six Months 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 hereunto duly authorized. AMERICAN REAL ESTATE PARTNERS, L.P. (Registrant) By: American Property Investors, Inc. General Partner By: /s/ John P. Saldarelli ------------------------------------------------ John P. Saldarelli Chief Financial Officer, Secretary and Treasurer Date: August 18, 2003 EXHIBIT INDEX Exhibit Number Description Page No. - -------------- ----------- -------- 99.4 Press Release dated August 14, 2003 3 2
Exhibit 99.4 Contact: John P. Saldarelli Secretary and Treasurer (914) 242-7700 FOR IMMEDIATE RELEASE AMERICAN REAL ESTATE PARTNERS, L.P. REPORTS SECOND QUARTER AND SIX MONTHS RESULTS Mount Kisco, New York, August 14, 2003 - American Real Estate Partners, L.P. (NYSE:ACP) today reported the following second quarter and six months results: For the second quarter of 2003, diluted earnings (loss) per weighted average limited partnership unit outstanding decreased from earnings of $.24 in 2002 to a loss of $ (.13) in 2003. Earnings decreased from $13,656,000 in the second quarter ended June 30, 2002 to a loss of $4,949,000 in the second quarter of 2003 primarily due to a write-down of mortgages and notes receivable, decreased interest income and decreased earnings from land, house and condominium operations, partially offset by a write-down of equity securities in 2002, an increase in income from discontinued operations and a provision for loss on real estate in 2002. For the six months ended June 30, 2003, diluted earnings per weighted average limited partnership unit outstanding decreased from $.57 in 2002 to $.06 in 2003. Earnings decreased from $32,478,000 in the six months ended June 30, 2002 to $5,534,000 in the six months ended June 30, 2003 primarily due to a write-down of mortgages and notes receivable, decreased interest income and decreased earnings from land, house and condominium operations, partially offset by a decrease in write-down of equity securities and an increase in income from discontinued operations. American Real Estate Partners, L.P. is a master limited partnership primarily engaged in acquiring and managing real estate investments with a primary focus on office, retail, industrial, hotel, gaming, and residential properties. 3
FOR IMMEDIATE RELEASE AMERICAN REAL ESTATE PARTNERS, L.P. REPORTS SECOND QUARTER AND SIX MONTH RESULTS CONSOLIDATED RESULTS OF EARNINGS In thousands of dollars except per unit data Second quarter ended June 30, 2003 2002 - --------------------------------------------- ----------- ----------- (unaudited) Revenues $ 63,836 $ 84,218 =========== =========== Operating income $ 12,094 $ 22,918 Provision for loss on real estate -- (926) Write-down of equity securities available for sale -- (8,476) Write-down of mortgages and notes receivable (18,798) -- Loss on sales and disposition of real estate (272) -- ----------- ----------- Income (loss) from continuing operations (6,976) 13,516 Income from discontinued operations 2,027 140 ----------- ----------- Net earnings (loss) $ (4,949) $ 13,656 =========== =========== Net earnings per L.P. unit: Basic: Income (loss) from continuing operations $ (.17) $ .26 Income from discontinued operations .04 .01 ----------- ----------- Basic earnings (loss) per L.P. unit $ (.13) $ .27 =========== =========== Weighted average units outstanding 46,098,284 46,098,284 =========== =========== Diluted: Income (loss) from continuing operations $ (.17) $ .24 Income from discontinued operations .04 -- ----------- ----------- Diluted earnings (loss) per L.P. unit $ (.13) $ .24 =========== =========== Weighted average units and equivalent units outstanding 46,098,284 55,794.494 =========== =========== 4
FOR IMMEDIATE RELEASE AMERICAN REAL ESTATE PARTNERS, L.P. REPORTS SECOND QUARTER AND SIX MONTH RESULTS CONSOLIDATED RESULTS OF EARNINGS In thousands of dollars except per unit data Six Months ended June 30, 2003 2002 - ---------------------------------------- ----------- ----------- (unaudited) Revenues $ 128,091 $ 162,650 =========== =========== Operating income $ 22,600 $ 40,101 Provision for loss on real estate (200) (926) Write-down of equity securities available for sale (961) (8,476) Write-down of mortgages and notes receivable (18,798) -- Gain on sales and disposition of real estate 866 1,639 ----------- ----------- Income from continuing operations 3,507 32,338 Income from discontinued operations 2,027 140 ----------- ----------- Net earnings $ 5,534 $ 32,478 =========== =========== Net earnings per L.P. unit: Basic: Income from continuing operations $ .02 $ .64 Income from discontinued operations .04 -- ----------- ----------- Basic earnings per L.P. unit $ .06 $ .64 =========== =========== Weighted average units outstanding 46,098,284 46,098,284 =========== =========== Diluted: Income from continuing operations $ .02 $ .57 Income from discontinued operations .04 -- ----------- ----------- Diluted earnings per L.P. unit $ .06 $ .57 =========== =========== Weighted average units and equivalent units outstanding 46,098,284 56,085,943 =========== =========== 5