UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 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, 2005
or
o TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to .
Commission File No. 001-32248
GRAMERCY
CAPITAL CORP.
(Exact name of registrant as specified in its charter)
|
Maryland |
|
06-1722127 |
420
Lexington Avenue, New York, New York
10170
(Address of principal executive offices - zip code)
(212) 297-1000
(Registrant’s telephone number, including area code)
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
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes o No ý
The number of shares outstanding of the registrant’s common stock, $0.001 par value, was 18,833,000 at May 11, 2005.
GRAMERCY CAPITAL CORP.
INDEX
2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Gramercy Capital Corp.
Consolidated Balance Sheets
(Amounts in thousands, except share and per share data)
|
|
|
March 31, |
|
December 31, |
|
||
|
|
|
2005 |
|
2004 |
|
||
|
|
|
(Unaudited) |
|
|
|
||
|
Assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
4,421 |
|
$ |
39,094 |
|
|
Restricted cash |
|
2,357 |
|
1,901 |
|
||
|
Loans and other lending investments, net |
|
590,826 |
|
395,717 |
|
||
|
Commercial mortgage backed securities, net |
|
10,921 |
|
10,898 |
|
||
|
Stock subscriptions receivable |
|
— |
|
60,445 |
|
||
|
Accrued interest |
|
2,795 |
|
2,921 |
|
||
|
Deferred financing costs |
|
3,802 |
|
2,044 |
|
||
|
Deferred costs |
|
175 |
|
189 |
|
||
|
Derivative instruments, at fair value |
|
1,092 |
|
249 |
|
||
|
Other assets |
|
5,326 |
|
589 |
|
||
|
Total assets |
|
$ |
621,715 |
|
$ |
514,047 |
|
|
|
|
|
|
|
|
||
|
Liabilities and Stockholders’ Equity: |
|
|
|
|
|
||
|
Credit facilities |
|
$ |
342,291 |
|
$ |
238,885 |
|
|
Management fees payable |
|
1,588 |
|
416 |
|
||
|
Dividends payable |
|
4,072 |
|
1,951 |
|
||
|
Accounts payable and accrued expenses |
|
2,010 |
|
1,935 |
|
||
|
Other liabilities |
|
2,357 |
|
1,901 |
|
||
|
Total liabilities |
|
352,318 |
|
245,088 |
|
||
|
|
|
|
|
|
|
||
|
Commitments and contingencies |
|
— |
|
— |
|
||
|
|
|
|
|
|
|
||
|
Stockholders’ Equity: |
|
|
|
|
|
||
|
Preferred stock, par value $0.001, 25,000,000 shares authorized, no shares issued or outstanding |
|
— |
|
— |
|
||
|
Common stock, par value $0.001, 100,000,000 shares authorized, 18,833,000 and 18,812,500 shares issued and outstanding at March 31, 2005 and December 31, 2004, respectively |
|
19 |
|
19 |
|
||
|
Additional paid-in-capital |
|
267,663 |
|
268,558 |
|
||
|
Accumulated other comprehensive income |
|
1,121 |
|
282 |
|
||
|
Retained earnings |
|
594 |
|
100 |
|
||
|
Total stockholders’ equity |
|
269,397 |
|
268,959 |
|
||
|
Total liabilities and stockholders’ equity |
|
$ |
621,715 |
|
$ |
514,047 |
|
The accompanying notes are an integral part of these financial statements.
3
Gramercy
Capital Corp.
Consolidated Statement of Income
(Unaudited, amounts in thousands, except per share data)
|
|
|
For the Three |
|
|
|
Revenues |
|
|
|
|
|
Investment income |
|
$ |
10,250 |
|
|
Other income |
|
440 |
|
|
|
Total revenues |
|
10,690 |
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
Interest expense |
|
2,801 |
|
|
|
Management fees |
|
1,668 |
|
|
|
Depreciation and amortization |
|
22 |
|
|
|
Marketing, general and administrative |
|
1,633 |
|
|
|
Total expenses |
|
6,124 |
|
|
|
|
|
|
|
|
|
Net income available to common stockholders |
|
$ |
4,566 |
|
|
|
|
|
|
|
|
Basic earnings per share: |
|
|
|
|
|
Net income available to common stockholders |
|
$ |
0.24 |
|
|
Diluted earnings per share: |
|
|
|
|
|
Net income available to common stockholders |
|
$ |
0.24 |
|
|
Dividends per common share |
|
$ |
0.22 |
|
|
Basic weighted average common shares outstanding |
|
18,833 |
|
|
|
Diluted weighted average common shares and common share equivalents outstanding |
|
19,018 |
|
|
The accompanying notes are an integral part of these financial statements.
4
Gramercy Capital Corp.
Consolidated Statement of Stockholders’
Equity
(Unaudited, amounts in thousands, except share data)