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8-K - TRANSCONTINENTAL REALTY INVESTORS - TRANSCONTINENTAL REALTY INVESTORS INCtri8k111512.htm
 

NEWS RELEASE
 
FOR IMMEDIATE RELEASE
 
Contact:
Transcontinental Realty Investors, Inc.
Investors Relations
(800) 400-6407
investor.relations@transconrealty-invest.com
 
 
Transcontinental Realty Investors, Inc. Reports Third Quarter 2012 Results
 
DALLAS (November 14, 2012) - Transcontinental Realty Investors, Inc. (NYSE: TCI), a Dallas-based real estate investment company, today reported results of operations for the third quarter ended September 30, 2012. TCI announced today that the Company reported net loss applicable to common shares of $0.5 million or $0.07 per diluted earnings per share, as compared to a net income applicable to common shares of $0.6 million or 50.08 per diluted earnings per share for the same period ended 2011. Included in the net loss applicable to common shares of $0.5 million is $5.4 million in depreciation and amortization expense for the three months ended September 30, 2012. For the same period ending September 30, 2011, included in the net income applicable to common shares of $0.6 million is $5.4 million in depreciation and amortization expense.
 
For the past year and a half TCI has shown an unwavering commitment to fortify our portfolio and streamline our operational activity; all while maintaining our commitment to creating value. TCI is pleased that we are seeing improved results from these endeavors and will continue to adapt to market challenges with an eye on both near term economic challenges and long term prospects as the real estate market improves.
 
Rental and other property revenues were $28.1 million for the three months ended September 30, 2012. This represents a decrease of $1.2 million, as compared to the prior period revenues of $29.3 million. The change, by segment, is an increase in the apartment portfolio of $0.5 million, a decrease in the commercial portfolio of $1.5 million and a decrease in the land and other portfolio of $0.2 million. Our apartment portfolio continues to thrive in the current economic conditions with occupancies averaging over 95%. Within our commercial portfolio, the same properties decreased by $1.5 million, primarily due to miscellaneous non­recurring revenue received in the prior period. We continue to market our properties aggressively to attract new tenants and strive for continuous improvement of our properties in order to maintain our existing tenants.
 
General and administrative expenses were $1.2 million for the three months ended September 30, 2012. This represents a decrease of $1.5 million, as compared to the prior period expenses i$2.7 million. This change is primarily due to losses recorded in the prior period from investment write-offs due to potential deals not realized. Professional services decreased by $0.4 million and cost reimbursements to our Advisor decreased by $0.2 million.
 
Interest income was S1.0 million for the three months ended September 30, 2012. This represents an increase of $0.5 million, as compared to the prior period interest income of $0.5 million. The majority of the increase is due to the cash received on the cash flow notes from Unified Housing Foundation, Inc. related to the mid-year surplus cash calculation.
 
Other income was $1.5 million for the three months ended September 30, 2012. This represents an increase of $1.4 million, as compared to the prior period other income of $0.1 million. This relates to the agreement between Unified Housing Foundation, Inc. and TCI for consulting services related to the development of apartment projects.
 
Mortgage and loan interest was $9.0 million for the three months ended September 30, 2012. This represents a decrease of $2.8 million, as compared to the prior period interest expense of $1 l.8 million. This change, by segment, is a decrease in the apartment portfolio of $0.9 million and a decrease in the commercial portfolio of $1.9 million. Within the apartment portfolio, the same apartment portfolio decreased $1.8 million and the developed properties increased $0.9 million due to properties in the lease-up phase. The same store apartment portfolio decreased due to the refinances closed with long term, low interest rates. For the developed properties, once an apartment is completed, the interest expense is no longer capitalized. Within the commercial portfolio, the same properties decreased by $1.8 million. This decrease is primarily related to a commercial loan that was in default status in 2011 and was accruing interest at the default interest rate. The default rate is no longer applicable in the current period.
 
Gain on land sales decreased for the three months ended September 30, 2012 as compared to the prior period. In the current period we sold 102.28 acres of land in seven separate transactions for an aggregate sales price of $16.1 million and recorded a gain of $2.9 million. In the prior period, we sold 2,999.28 acres of land in six separate transactions for an aggregate sales price of $52.4 million and recorded a gain of $6.3 million.
 
Included in discontinued operations are a total of five and 18 properties for 2012 and 2011, respectively. Properties sold in 2012 have been reclassified to discontinued operations for current and prior year reporting periods. The gain on sale of income-producing properties is also included in discontinued operations for those years.
 
About Transcontinental Realty Investors, Inc.
 
Transcontinental Realty Investors, Inc., a Dallas-based real estate investment company, holds a diverse portfolio of equity real estate located across the U.S., including office buildings, apartments, shopping centers and developed and undeveloped land. The Company invests in real estate through direct equity ownership and partnerships nationwide. For more information, visit the Company's website at wmv.transconrealtv-invest.com.
 
 
 

 
 
TRANSCONTINENTAL REALTY INVESTORS, INC.
 
CONSOLIDATED STATEMENTS OF OPERATIONS
 
(unaudited)
 
   
For the Three Months Ended
   
For the Nine Months Ended
 
   
September 30,
   
September 30,
 
   
2012
   
2011
   
2012
   
2011
 
   
(dollars in thousands, except share and per share amounts)
 
Revenues:
                       
Rental and other property revenues (including $164 and $0 for the three months
and $499 and $0 for the nine months ended 2012 and 2011 respectively from
related parties)
  $ 28,097     $ 29,347     $ 87,003     $ 83,846  
                                 
Expenses:
                               
Property operating expenses (including $296 and $264 for the three months and $837
and $888 for the nine months ended 2012 and 2011 respectively from related parties)
    15,484       16,150       45,359       45,128  
Depreciation and amortization
    5,427       5,378       16,260       14,168  
General and administrative (including $569 and $720 for the three months and $1,796
and $2,467 for the nine months ended 2012 and 2011 respectively from related parties)
    1,181       2,658       4,132       7,100  
Provision on impairment of notes receivable and real estate assets
    -       -       -       5,581  
Advisory fee to related party
    2,198       2,441       6,719       7,688  
     Total operating expenses
    24,290       26,627       72,470       79,665  
                                 
     Operating income
    3,807       2,720       14,533       4,181  
                                 
Other income (expense):
                               
Interest income (including $1,016 and $483 for the three months and $7,870 and $1,534
for the nine months ended 2012 and 2011 respectively from related parties)
    1,031       497       8,129       1,627  
Other income (including $1,500 and $0 for the three months and $4,500 and $0 for the
nine months ended 2012 and 2011 respectively from related parties)
    1,525       114       4,655       1,879  
Mortgage and loan interest (including $714 and $47 for the three months and $2,575
and $1,614 for the nine months ended 2012 and 2011 respectively from related parties)
    (9,031 )     (11,792 )     (41,146 )     (37,517 )
Loss on the sale of investments
    -       (32 )     (118 )     (483 )
Earnings (losses) from unconsolidated subsidiaries and investees
    5       189       (58 )     246  
        Total other expenses
    (6,470 )     (11,024 )     (28,538 )     (34,248 )
                                 
Loss before gain on land sales, non-controlling interest, and taxes
    (2,663 )     (8,304 )     (14,005 )     (30,067 )
Gain on land sales
    2,913       6,285       8,074       8,366  
Income (loss) from continuing operations before tax
    250       (2,019 )     (5,931 )     (21,701 )
   Income tax benefit (expense)
    (164 )     886       1,414       (1,423 )
Net income (loss) from continuing operations
    86       (1,133 )     (4,517 )     (23,124 )
                                 
Discontinued operations:
                               
   Loss from discontinued operations
    (551 )     (342 )     (1,132 )     (3,702 )
   Gain (loss) on sale of real estate from discontinued operations
    82       2,872       5,173       (365 )
   Income tax benefit (expense) from discontinued operations
    164       (886 )     (1,414 )     1,423  
Net income (loss) from discontinued operations
    (305 )     1,644       2,627       (2,644 )
Net income (loss)
    (219 )     511       (1,890 )     (25,768 )
Net (income) loss attributable to non-controlling interest
    (43 )     384       (297 )     515  
Net income (loss) attributable to Transcontinental Realty Investors, Inc.
    (262 )     895       (2,187 )     (25,253 )
Preferred dividend requirement
    (277 )     (279 )     (831 )     (831 )
Net income (loss) applicable to common shares
  $ (539 )   $ 616     $ (3,018 )   $ (26,084 )
                                 
Earnings per share - basic
                               
   Loss from continuing operations
  $ (0.03 )   $ (0.12 )   $ (0.67 )   $ (2.81 )
   Income (loss) from discontinued operations
    (0.04 )     0.20       0.31       (0.32 )
   Net income (loss) applicable to common shares
  $ (0.07 )   $ 0.08     $ (0.36 )   $ (3.13 )
                                 
Earnings per share - diluted
                               
   Loss from continuing operations
  $ (0.03 )   $ (0.12 )   $ (0.67 )   $ (2.81 )
   Income (loss) from discontinued operations
    (0.04 )     0.20       0.31       (0.32 )
   Net income (loss) applicable to common shares
  $ (0.07 )   $ 0.08     $ (0.36 )   $ (3.13 )
                                 
Weighted average common share used in computing earnings per share
    8,413,469       8,413,469       8,413,469       8,356,326  
Weighted average common share used in computing diluted earnings per share
    8,413,469       8,413,469       8,413,469       8,356,326  
                                 
                                 
Amounts attributable to Transcontinental Realty Investors, Inc.
                               
   Income (loss) from continuing operations
  $ 43     $ (749 )   $ (4,814 )   $ (22,609 )
   Income (loss) from discontinued operations
    (305 )     1,644       2,627       (2,644 )
   Net income (loss)
  $ (262 )   $ 895     $ (2,187 )   $ (25,253 )
 
 
 
 

 
 
TRANSCONTINENTAL REALTY INVESTORS, INC.
 
CONSOLIDATED BALANCE SHEETS
 
(unaudited)
 
             
   
September 30,
   
December 31,
 
   
2012
   
2011
 
   
(dollars in thousands, except share
and par value amounts)
 
Assets
           
Real estate, at cost
  $ 1,004,209     $ 1,069,699  
Real estate held for sale at cost, net of depreciation ($0 for 2012 and $1,752 for 2011)
    -       15,015  
Real estate subject to sales contracts at cost, net of depreciation ($15,742 for 2012 and $7,213 for 2011)
    50,033       52,555  
Less accumulated depreciation
    (145,117 )     (148,930 )
Total real estate
    909,125       988,339  
Notes and interest receivable
               
Performing (including $55,208 in 2012 and $78,852 in 2011 from related parties)
    57,891       79,161  
Non-performing
    820       2,152  
   Less allowance for estimated losses (including $2,097 in 2012 and $2,097 in 2011 from related parties)
    (2,262 )     (3,942 )
Total notes and interest receivable
    56,449       77,371  
Cash and cash equivalents
    6,322       19,991  
Investments in unconsolidated subsidiaries and investees
    4,992       6,362  
Other assets
    67,377       68,261  
Total assets
  $ 1,044,265     $ 1,160,324  
                 
Liabilities and Shareholders’ Equity
               
Liabilities:
               
Notes and interest payable
  $ 753,542     $ 829,617  
Notes related to assets held for sale
    -       13,830  
Notes related to subject to sales contracts
    53,442       38,376  
Stock-secured notes payable
    2,215       2,482  
Related party payables
    247       17,465  
Deferred gain (from sales to related parties)
    56,255       65,607  
Accounts payable and other liabilities (including $1,973 in 2012 and $1,746 in 2011 from related parties)
    38,940       51,663  
      904,641       1,019,040  
Shareholders’ equity:
               
Preferred stock, Series C: $.01 par value, authorized 10,000,000 shares, issued and outstanding 30,000
shares in 2012 and 2011 respectively (liquidation preference $100 per share)   Series D: $.01 par value,
authorized, issued and outstanding 100,000 shares in 2012 and 2011 respectively
    1       1  
Common stock, $.01 par value, authorized 10,000,000 shares; issued 8,413,669 shares in 2012 and 2011,
and outstanding 8,413,469 shares in 2012 and 2011
    84       84  
Treasury stock at cost; 200 shares in 2012 and 2011
    (2 )     (2 )
Paid-in capital
    273,055       273,886  
Retained earnings
    (150,422 )     (148,235 )
Total Transcontinental Realty Investors, Inc. shareholders' equity
    122,716       125,734  
Non-controlling interest
    16,908       15,550  
Total equity
    139,624       141,284  
Total liabilities and equity
  $ 1,044,265     $ 1,160,324