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EX-99.1 - SUPPLEMENTAL FINANCIAL INFORMATION FOR THE QUARTER ENDED SEPTEMBER 30, 2012 - THOMAS PROPERTIES GROUP INCexhibit991-supp9302012.htm
8-K - 8-K - THOMAS PROPERTIES GROUP INCa2012q3earningsreleasecove.htm


Exhibit 99.2
THOMAS PROPERTIES GROUP, INC. ANNOUNCES
THIRD QUARTER 2012 RESULTS
Thomas Properties Group, Inc. (Nasdaq: TPGI) reported today the results of operations for the quarter ended September 30, 2012.
The results of operations presented in this release include TPGI’s results of operations for the three and nine months ended September 30, 2012 and 2011. The consolidated net loss for the three months ended September 30, 2012 was $4.1 million or $0.09 per share compared to consolidated net income of $2.1 million or $0.06 per share for the three months ended September 30, 2011. The consolidated net loss for the nine months ended September 30, 2012 was $12.0 million or $0.30 per share compared to consolidated net loss of $4.2 million or $0.11 per share for nine months ended September 30, 2011. The increase in the consolidated net loss is primarily due to lower tenant reimbursement revenues and a decrease in investment advisory fees. Also contributing to the increase in net loss is a decrease in condominium unit sales at Murano, as we closed on the sale of nine condominium units during the nine months ended September 30, 2012 compared to twelve units during the nine months ended September 30, 2011.
After tax cash flow (“ATCF”) for the three months ended September 30, 2012 was $1.3 million or $0.03 per share compared to ATCF of $5.6 million or $0.15 per share for the three months ended September 30, 2011. After tax cash flow for the nine months ended September 30, 2012 was $3.4 million or $0.08 per share compared to after tax cash flow of $9.3 million or $0.25 per share for the nine months ended September 30, 2011. The decrease in ATCF per share for the nine months ended September 30, 2012 compared to the nine months ended September 30, 2011 was primarily the result of the decreased revenues resulting from fewer Murano condominium sales and the increased number of shares of our common stock outstanding resulting from the issuance of common stock in 2012. The Company defines ATCF (a non-GAAP financial measure) as net income (loss) excluding the following items: noncontrolling interests, deferred income taxes, non-cash charges for depreciation and amortization and asset impairment, amortization of loan costs, non-cash compensation expense, straight-line rent adjustments, adjustments to reflect the fair market value of rent, and gain from extinguishment of debt. ATCF is further described in note (a) and reconciled to net income (loss) in the financial statements below.
“Our purchase of the Austin portfolio along with CalSTRS and Madison International Realty was the focus and highlight of the third quarter,” said James Thomas, Chairman, President and CEO of Thomas Properties Group, Inc. “In keeping with our strategic plan, we, through our investment with Madison, control 50% of the portfolio. By repaying short term floating rate debt, we deleveraged the portfolio and positioned it to take advantage of improving market conditions in Austin. We continue to focus on converting a substantial part of our land holdings into cash-flowing properties as we move the Company toward REIT status.”
Supplemental Materials
The Company publishes a Supplemental Financial Information package which is available at www.tpgre.com in the Investor Relations tab, Supplemental Financial Information section. The Company also provides an estimated net asset value workbook, available for download at www.tpgre.com in the Investor Relations tab, NAV Workbook section.
Teleconference and Webcast
TPGI will hold a quarterly earnings conference call on Thursday, November 1, 2012 at 10:00 a.m. Pacific Time. To participate in the call, dial (877) 299-4454 and (617) 597-5447 internationally, and provide confirmation code 90417889.
A live webcast (listen only mode) of the conference call will also be available at that time. A hyperlink to the live webcast will be available from the Investor Relations section of our website at www.tpgre.com. A replay of the call will be available through November 22, 2012, by calling (888) 286-8010 and (617) 801-6888 internationally, and providing confirmation code 49670632. The replay will also be available on Thomas Properties Group, Inc.’s web site at www.tpgre.com. The webcast is also being distributed through the Thomson StreetEvents Network. Individual investors can listen to the call at www.earnings.com, Thomson’s individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson StreetEvents (www.streetevents.com), a password-protected event management site.
About Thomas Properties Group, Inc.
Thomas Properties Group, Inc., with headquarters in Los Angeles, is a full-service real estate company that owns, acquires, develops and manages primarily office, as well as mixed-use properties on a nationwide basis. The Company’s primary areas of focus are the acquisition and ownership of interests in premier office properties, property development and redevelopment, and property and investment management activities. For more information on Thomas Properties Group, Inc., visit www.tpgre.com.
Forward Looking Statements
Statements made in this press release or during the quarterly earnings conference call that are not historical may contain





forward-looking statements. Although TPGI believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, these statements are subject to numerous risks and uncertainties. Factors that could cause actual results to differ materially from TPGI’s expectations include actual and perceived trends in various national and economic conditions that affect global and regional markets for commercial real estate services (including interest rates), the availability of debt and equity investors to finance commercial real estate transactions, our ability to enter into or renew leases at favorable rates, which can be impacted by the financial condition of our tenants, risks associated with the success of our development and property redevelopment projects, general volatility in the securities and credit markets, and the impact of tax laws affecting real estate. For a discussion of some of the factors that may cause our results to differ from management’s expectations, see the information under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K for the year ended December 31, 2011 and our subsequent Form 10-Q quarterly reports, each of which is filed with the Securities and Exchange Commission. TPGI disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
 





THOMAS PROPERTIES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(Unaudited)


 
 
Three months ended
 
Nine months ended
 
 
September 30,
 
September 30,
 
 
2012
 
2011
 
2012
 
2011
Revenues:
 
 
 
 
 
 
 
 
Rental
 
$
7,813

 
$
7,446

 
$
23,343

 
$
22,233

Tenant reimbursements
 
5,344

 
5,666

 
15,746

 
17,051

Parking and other
 
786

 
708

 
2,271

 
2,225

Investment advisory, management, leasing and development services
 
1,005

 
5,565

 
2,669

 
7,689

Investment advisory, management, leasing and development services -
  unconsolidated real estate entities
 
3,588

 
4,324

 
11,909

 
13,690

Reimbursement of property personnel costs
 
1,273

 
1,365

 
4,140

 
4,389

Condominium sales
 
2,302

 
3,084

 
4,266

 
6,122

Total revenues
 
22,111

 
28,158

 
64,344

 
73,399

Expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
6,183

 
6,211

 
18,198

 
18,384

Real estate and other taxes
 
1,742

 
1,854

 
5,627

 
5,616

Investment advisory, management, leasing and development services
 
2,634

 
3,273

 
8,628

 
9,912

Reimbursable property personnel costs
 
1,273

 
1,365

 
4,140

 
4,389

Cost of condominium sales
 
1,858

 
2,055

 
3,251

 
4,042

Interest
 
4,205

 
4,331

 
12,659

 
13,629

Depreciation and amortization
 
4,120

 
3,447

 
11,782

 
10,188

General and administrative
 
3,893

 
3,925

 
13,024

 
11,802

Total expenses
 
25,908

 
26,461

 
77,309

 
77,962

Interest income
 
39

 
5

 
52

 
25

Equity in net income (loss) of unconsolidated real estate entities
 
(1,797
)
 
(353
)
 
(2,613
)
 
(1,938
)
Income (loss) before income taxes and noncontrolling interests
 
(5,555
)
 
1,349

 
(15,526
)
 
(6,476
)
Benefit (provision) for income taxes
 
442

 
1,206

 
368

 
1,001

Net income (loss)
 
(5,113
)
 
2,555

 
(15,158
)
 
(5,475
)
Noncontrolling interests' share of net (income) loss:
 
 
 
 
 
 
 
 
Unitholders in the Operating Partnership
 
1,226

 
(295
)
 
3,817

 
1,763

Partners in consolidated real estate entities
 
(198
)
 
(177
)
 
(668
)
 
(496
)
 
 
1,028

 
(472
)
 
3,149

 
1,267

TPGI share of net income (loss)
 
$
(4,085
)
 
$
2,083

 
$
(12,009
)
 
$
(4,208
)
Income (loss) per share - basic and diluted
 
$
(0.09
)
 
$
0.06

 
$
(0.30
)
 
$
(0.11
)
Weighted average common shares outstanding—basic
 
45,517,207

 
36,647,394

 
40,301,224

 
36,610,178

Weighted average common shares outstanding—diluted
 
45,517,207

 
36,873,339

 
40,301,224

 
36,610,178

 
 
 
 
 
 
 
 
 
Reconciliation of net income (loss) to ATCF(a):
 
 
 
 
 
 
 
 
Net income (loss)
 
$
(4,085
)
 
$
2,083

 
$
(12,009
)
 
$
(4,208
)
Adjustments:
 
 
 
 
 
 
 
 
Income tax (benefit) provision
 
(442
)
 
(1,206
)
 
(368
)
 
(1,001
)
Noncontrolling interests - unitholders in the Operating Partnership
 
(1,226
)
 
295

 
(3,817
)
 
(1,763
)
Depreciation and amortization
 
4,120

 
3,447

 
11,782

 
10,188

Depreciation and amortization - non-controlling interest share
 
(224
)
 

 
(224
)
 






Amortization of loan costs
 
120

 
153

 
440

 
580

Non-cash compensation expense
 
324

 
127

 
1,235

 
660

Straight-line rent adjustments
 
59

 
(22
)
 
(296
)
 
(170
)
Straight-line rent adjustments - non-controlling interest share
 
34

 

 
34

 

Adjustments to reflect the fair market value of rent
 
12

 
7

 
31

 
16

Unconsolidated real estate entities:
 
 
 
 
 
 
 
 
Depreciation and amortization
 
3,017

 
2,854

 
7,840

 
7,842

Depreciation and amortization from discontinued operations
 

 
427

 
153

 
1,789

Amortization of loan costs
 
41

 
136

 
196

 
229

Amortization of loan costs from discontinued operations
 
21

 
26

 
33

 
83

Straight-line rent adjustments
 
(111
)
 
(57
)
 
(118
)
 
(107
)
Straight-line rent adjustments from discontinued operations
 

 
(46
)
 
(20
)
 
(301
)
Adjustments to reflect the fair market value of rent
 
(177
)
 
(358
)
 
(609
)
 
(806
)
Adjustments to reflect the fair market value of rent from
  discontinued operations
 

 
(10
)
 
(11
)
 
1

Gain on extinguishment of debt from discontinued operations
 

 
(333
)
 

 
(333
)
ATCF before income taxes
 
$
1,483

 
$
7,523

 
$
4,272

 
$
12,699

TPGI share of ATCF before income taxes (b)
 
$
1,164

 
$
5,620

 
$
3,265

 
$
9,488

TPGI income tax refund (expense) - current
 
144

 
(48
)
 
108

 
(157
)
TPGI share of ATCF
 
$
1,308

 
$
5,572

 
$
3,373

 
$
9,331

ATCF per share - basic & diluted
 
$
0.03

 
$
0.15

 
$
0.08

 
$
0.25

Dividends paid per share
 
$
0.015

 
$

 
$
0.045

 
$

Weighted average common shares outstanding- basic
 
45,517,207

 
36,647,394

 
40,301,224

 
36,610,178

Weighted average common shares outstanding- diluted
 
45,902,063

 
36,873,339

 
40,668.418

 
36,863,237


a.
ATCF is a non-GAAP financial measure and may not be directly comparable to similarly-titled measures reported by other companies. We define ATCF as net income (loss) excluding the following items: i) deferred income tax expense (benefit); ii) noncontrolling interests; iii) non-cash charges for depreciation and amortization and asset impairment; iv) amortization of loan costs; v) non-cash compensation expense; vi) the adjustment to recognize rental revenues using the straight-line method; vii) the adjustment to rental revenue to reflect the fair market value of rents; and viii) gain on extinguishment of debt. Management utilizes ATCF data in assessing performance of our business operations in period-to-period comparisons and for financial planning purposes. ATCF should be considered only as a supplement to net income as a measure of our performance. ATCF should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs. ATCF also should not be used as a supplement to or substitute for cash flow from operating activities (computed in accordance with GAAP).
b.
Based on an interest in our operating partnership of 78.56% and 76.43% for the three and nine months ended September 30, 2012, respectively, and 74.70% and 74.72% for the three and nine months ended September 30, 2011, respectively.





THOMAS PROPERTIES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
 
September 30, 2012
 
December 31, 2011
 
(unaudited)
 
(audited)
ASSETS
 
 
 
Investments in real estate:
 
 
 
Operating properties, net
$
268,921

 
$
265,202

Land improvements—development properties
80,439

 
80,254

 
349,360

 
345,456

Condominium units held for sale
42,332

 
45,217

Investments in unconsolidated real estate entities
110,396

 
11,372

Cash and cash equivalents, unrestricted
58,395

 
79,320

Restricted cash
14,085

 
10,616

Rents and other receivables, net
2,244

 
1,903

Receivables from unconsolidated real estate entities
1,952

 
2,918

Deferred rents
19,014

 
17,866

Deferred leasing and loan costs, net
10,607

 
12,283

Other assets, net
16,319

 
17,465

Assets associated with land held for sale

 
1,107

Total assets
$
624,704

 
$
545,523

LIABILITIES AND EQUITY
 
 
 
Liabilities:
 
 
 
Mortgage loans
$
284,965

 
$
289,523

Accounts payable and other liabilities, net
41,481

 
34,981

Prepaid rent and deferred revenue
3,205

 
3,019

Obligations associated with land held for sale

 
27

Total liabilities
329,651

 
327,550

Equity:
 
 
 
Stockholders’ equity:
 
 
 
Preferred stock, $.01 par value, 25,000,000 shares authorized, none issued or
outstanding as of September 30, 2012 and December 31, 2011

 

Common stock, $.01 par value, 225,000,000 shares authorized, 46,100,229 and
37,094,995 shares issued and outstanding as of September 30, 2012 and
December 31, 2011, respectively
461

 
371

Limited voting stock, $.01 par value, 20,000,000 shares authorized, 12,313,331
shares issued and outstanding as of September 30, 2012 and December 31,
2011, respectively
123

 
123

Additional paid-in capital
258,625

 
208,473

Retained deficit and dividends
(69,297
)
 
(55,472
)
Total stockholders’ equity
189,912

 
153,495

Noncontrolling interests:
 
 
 
Unitholders in the Operating Partnership
48,324

 
52,983

Partners in consolidated real estate entities
56,817

 
11,495

Total noncontrolling interests
105,141

 
64,478

Total equity
295,053

 
217,973

Total liabilities and equity
$
624,704

 
$
545,523







Contact: Thomas Properties Group, Inc.
Website: www.tpgre.com
Diana M. Laing, Chief Financial Officer
(213) 613-1900