Attached files
file | filename |
---|---|
EX-23.1 - EX-23.1 - Landmark Apartment Trust, Inc. | d609947dex231.htm |
UNITED STATES
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): July 23, 2013
Landmark Apartment Trust of America, Inc.
(Exact name of registrant as specified in its charter)
Maryland | 000-52612 | 20-3975609 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
4901 Dickens Road, Suite 101 Richmond, Virginia |
23230 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (804) 237-1335
Former name or former address, if changed since last report: Not Applicable
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)) |
Explanatory Note
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Landmark Apartment Trust of America, Inc. (the Company) hereby amends the Current Report on Form 8-K filed with the Securities and Exchange Commission on July 29, 2013 (the July 29, 2013 Form 8-K) to provide the required financial information relating to the completed acquisitions of the three multifamily apartment communities described in such report: the Brentwood Apartments property, the Tanglewood Apartments property, and the Gleneagles Apartments property. Additionally, as disclosed in the Current Report on Form 8-K filed on September 13, 2013, the Company completed the acquisition of the multifamily apartment communities known as Battleground Park Apartments and Briley Parkway Apartments, and the Company has provided herein the financial information relating to the completion of such properties. As disclosed in the Current Report on Form 8-K filed on July 8, 2013, the Company also completed the acquisition of the multifamily apartment community known as Barton Creek, and the Company has provided herein the financial information relating to the completion of the Barton Creek property. While the acquisition of any one of these six properties was individually insignificant for purposes of the reporting requirements of Form 8-K and Rule 3-14, and the acquisition of any one of the properties was not conditioned upon the acquisition of any of the other properties, the properties are related properties, which are significant in the aggregate.
A description of the properties is set forth below (dollars in thousands):
Property Description |
Date Acquired | Purchase Price | Gross Leasable Area(1) | Year Built | ||||||||||
Barton Creek |
June 28, 2013 | $ | 37,500 | 245,000 | 1979 | |||||||||
Brentwood Apartments |
July 23, 2013 | $ | 32,390 | 321,000 | 1989 | |||||||||
Tanglewood Apartments |
July 23, 2013 | $ | 24,300 | 253,000 | 1986 | |||||||||
Gleneagles Apartments |
July 23, 2013 | $ | 42,250 | 521,000 | 1986/1996 | |||||||||
Battleground Park Apartments |
September 9, 2013 | $ | 14,780 | 257,000 | 1990 | |||||||||
Briley Parkway Apartments |
September 9, 2013 | $ | 22,300 | 318,000 | 1986 |
(1) | Gross Leasable Area represents total rentable square feet. |
After a reasonable inquiry, the Company is not aware of any other material factors relating to these properties that would cause the reported financial information not to be necessarily indicative of future operating results. The Company and its operations are, however, subject to a number of risks and uncertainties. For a discussion of such risks, see the risks identified in the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2012 under Item 1A Risk Factors and in the other reports filed by the Company with the SEC.
Item 9.01 Financial Statements and Exhibits
Page | ||||||
(a) | Financial Statements of Properties Acquired |
2 | ||||
Independent Auditors Report | ||||||
Combined Statement of Revenues and Certain Expenses for the Six Months Ended June 30, 2013 (unaudited) and the Year Ended December 31, 2012 (audited) | 3 | |||||
Notes to Combined Statement of Revenues and Certain Operating Expenses for the Six Months Ended June 30, 2013 (unaudited) and the Year Ended December 31, 2012 (audited) | 4 | |||||
(b) | Pro Forma Financial Information |
6 | ||||
(c) | Shell Company Transactions |
|||||
None. |
||||||
(d) | Exhibits |
Exhibit Number |
Name | |
23.1 | Consent of Joel Sanders & Company, PA, Independent Registered Public Accounting Firm |
1
JOEL SANDERS & COMPANY, P.A.
CERTIFIED PUBLIC ACCOUNTANTS
1301 SHOTGUN ROAD
WESTON, FLORIDA 33326
MEMBER: AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS |
TEL: (954) 916-2000 FACSIMILE: (954) 916-2012 EMAIL: jscpal@msn.com |
MEMBER: FLORIDA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS |
To the Board of Directors and Stockholders of Landmark Apartment Trust of America, Inc.
We have audited the accompanying combined statements of revenues and certain expenses of Mission Barton Creek, DST, Mission Brentwood, DST, Mission Gleneagles, DST, Mission Tanglewood, DST, Mission Battleground Park, DST, and Mission Briley Parkway, DST (the Properties) for the year ended December 31, 2012.
Managements Responsibility for the Statements of Revenue and Certain Expenses
Management is responsible for the preparation and fair presentation of the combined statements of revenue and certain expenses in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the combined statements of revenue and certain expenses that are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on the combined statements of revenue and certain expenses based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the combined statements of revenue and certain expenses are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the combined statements of revenue and certain expenses. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the combined statements of revenue and certain expenses, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the Properties preparation and fair presentation of the combined statements of revenue and certain expenses in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Properties internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the combined statements of revenue and certain expenses. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the combined statements of revenue and certain expenses referred to above present fairly, in all material respects, the revenue and certain expenses described in Note 1 of the Properties for the year ended December 31, 2012, in accordance with accounting principles generally accepted in the United States of America.
Emphasis of Matter
As discussed in Note 1, the accompanying combined statements of revenue and certain expenses were prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in the Form 8-K/A of Landmark Apartment Trust of America, Inc.) and are not intended to be a complete presentation of the Properties revenue and expenses. Our opinion is not modified with respect to this matter.
CERTIFIED PUBLIC ACCOUNTANTS
October 8, 2013
Weston, Florida
2
ACQUIRED PROPERTIES
COMBINED STATEMENTS OF REVENUES AND CERTAIN OPERATING EXPENSES
FOR THE SIX MONTHS ENDED JUNE 30, 2013 AND FOR THE YEAR ENDED
DECEMBER 31, 2012
(In thousands)
Six Months Ended June 30, 2013 (Unaudited) |
Year Ended December 31, 2012 |
|||||||
Revenues: |
||||||||
Rental income |
$ | 9,413 | $ | 18,601 | ||||
Other property income |
1,365 | 2,477 | ||||||
|
|
|
|
|||||
Total revenues |
10,778 | 21,078 | ||||||
Certain expenses: |
||||||||
Administrative and marketing |
686 | 1,581 | ||||||
Insurance |
336 | 867 | ||||||
Personnel |
1,050 | 2,223 | ||||||
Real estate taxes |
1,274 | 2,290 | ||||||
Repairs and maintenance |
702 | 1,417 | ||||||
Utilities |
883 | 1,756 | ||||||
|
|
|
|
|||||
Total expenses |
4,931 | 10,134 | ||||||
|
|
|
|
|||||
Revenues in excess of certain expenses |
$ | 5,847 | $ | 10,944 | ||||
|
|
|
|
The accompanying notes are an integral part of these
combined statements of revenues and certain expenses.
3
ACQUIRED PROPERTIES
NOTES TO THE COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
NOTE 1 Basis of Presentation
Presented herein are the combined statements of revenues and certain expenses related to the operations of Mission Barton Creek, DST, a 298-unit apartment community located in Austin, Texas, Mission Brentwood, DST, a 380-unit apartment community located in Nashville, Tennessee, Mission Gleneagles, DST, a 590-unit apartment community located in Dallas, Texas, Mission Tanglewood, DST, a 364-unit apartment community located in Austin, Texas, Mission Battleground Park, DST, a 240-unit apartment community located in Greensboro, North Carolina, and Mission Briley Parkway, DST, a 360-unit apartment community located in Nashville, Tennessee.
The accompanying combined statements of revenues and certain expenses relate to the Properties and have been prepared for the purpose of complying with Rule 3-14 of Regulation S-X promulgated under the Securities Act of 1933, as amended, and accordingly, are not representative of the actual operations of the Properties for the six months ended June 30, 2013 and for the year ended December 31, 2012, due to the exclusion of the following: depreciation and amortization, amortization of tangible assets and liabilities not directly related to the future operations.
The accompanying interim combined statement of revenues and certain expenses for the six months ended June 30, 2013, is unaudited. In the opinion of management, the Statement reflects all adjustments necessary for a fair presentation of the results of the interim period. All such adjustments are of a normal recurring nature.
NOTE 2 Summary of Significant Accounting Policies
Basis of Accounting
The combined statement of revenues and certain expenses are prepared on the accrual basis of accounting.
Use of Estimates
The preparation of the combined statement of revenues and certain expenses in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amounts of revenue and certain expenses during the reporting period. Actual results could differ from those estimates.
Revenue Recognition
The Companys rental revenue is obtained from tenants through rental payments as provided for under noncancelable apartment rental contracts. Rental revenues attributable to leases is recorded when due from residents and is recognized monthly as it is earned, which approximates the straight-line basis. Leases entered into between a resident and the Company for the rental of an apartment unit is generally year to year, renewable upon consent of both parties on an annual or monthly basis.
Repairs and Maintenance
Significant improvements, renovations or betterments that extend the economic useful life of the assets are capitalized. Expenditures for repairs and maintenance are expensed as incurred.
4
ACQUIRED PROPERTIES
NOTES TO THE COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES (CONTINUED)
NOTE 3 Mortgage Notes Payable
Mortgage notes payable consisted of the following as of December 31, 2012 (in thousands):
3.129% mortgage note payable to bank, monthly payments of principal and interest, maturing November 2015 |
$ | 20,290 | ||
5.8875% mortgage note payable to bank, monthly payments of principal and interest, maturing November 2016 |
$ | 19,748 | ||
5.61% mortgage note payable to bank, monthly payments of principal and interest, maturing June 2016 |
$ | 26,742 | ||
6.45% mortgage note payable to bank, monthly payments of principal and interest, maturing February 2019 |
$ | 15,143 | ||
6.322% mortgage note payable to bank, monthly payments of principal and interest, maturing August 2016 |
$ | 11,042 | ||
6.326% mortgage note payable to bank, monthly payments of principal and interest, maturing September 2016 |
$ | 14,357 | ||
|
|
|||
Total mortgage notes payable |
$ | 107,322 |
NOTE 4 Subsequent Events
Management has evaluated all events and transactions that occurred after December 31, 2012 through October 3, 2013, the date on which the statements were available and issued, and noted no items requiring adjustments of the statements or additional disclosures.
5
LANDMARK APARTMENT TRUST OF AMERICA, INC.
PRO FORMA CONSOLIDATED BALANCE SHEET
For the Six Months Ended June 30, 2013
(In thousands, except for share and per share data)
Historical | ||||||||||||
Landmark Apartment Trust of America, Inc. |
Pro Forma Adjustments (Unaudited) |
Pro Forma (Unaudited) |
||||||||||
Assets: |
||||||||||||
Real estate investments: |
||||||||||||
Operating properties, net |
$ | 915,877 | $ | 128,132 | (a) | $ | 1,044,009 | |||||
Cash and cash equivalents |
3,885 | 1,106 | (b) | 4,991 | ||||||||
Accounts receivable |
1,401 | 1,401 | ||||||||||
Other receivables due from affiliates |
5,537 | 5,537 | ||||||||||
Restricted cash |
13,792 | 7,445 | (c) | 21,237 | ||||||||
Goodwill |
7,430 | 7,430 | ||||||||||
Real estate and escrow deposits |
11,705 | 11,705 | ||||||||||
Identified intangible assets, net |
28,678 | 9,351 | (a) | 38,029 | ||||||||
Other assets, net |
15,485 | 1,123 | (d) | 16,608 | ||||||||
|
|
|
|
|
|
|||||||
Total assets |
1,003,790 | 147,157 | 1,150,947 | |||||||||
Liabilities and equity: |
||||||||||||
Liabilities: |
||||||||||||
Mortgage loan payables, net |
$ | 516,619 | $ | 87,501 | (a)(e) | $ | 604,120 | |||||
Unsecured notes payable to affiliate |
10,270 | 10,270 | ||||||||||
Unsecured notes payable |
500 | 500 | ||||||||||
Credit facility |
114,262 | 114,262 | ||||||||||
Series D cumulative non-convertible redeemable preferred stock with derivative |
98,583 | 59,688 | (f) | 158,271 | ||||||||
Accounts payable and accrued liabilities |
18,871 | 18,871 | ||||||||||
Other payables due to affiliates |
6,349 | 6,349 | ||||||||||
Acquisition contingent consideration |
5,807 | 5,807 | ||||||||||
Security deposits, prepaid rent and other liabilities |
6,840 | 61 | (a) | 6,901 | ||||||||
|
|
|
|
|
|
|||||||
Total liabilities |
778,101 | 147,250 | 925,351 | |||||||||
Equity: |
||||||||||||
Stockholders equity: |
||||||||||||
Common stock, $0.01 par value; 300,000,000 shares authorized; 21,786,558 and 20,655,646 shares issued and outstanding as of June 30, 2013 and December 31, 2012, respectively |
218 | 218 | ||||||||||
Additional paid-in capital |
195,895 | 195,895 | ||||||||||
Accumulated deficit |
(137,899 | ) | (527 | )(g) | (138,426 | ) | ||||||
|
|
|
|
|
|
|||||||
Total stockholders equity |
58,214 | (527 | ) | 57,687 | ||||||||
Redeemable non-controlling interests in operating partnership |
167,475 | 434 | (h) | 167,909 | ||||||||
|
|
|
|
|
|
|||||||
Total equity |
225,689 | (93 | ) | 225,596 | ||||||||
|
|
|
|
|
|
|||||||
Total liabilities and equity |
$ | 1,003,790 | $ | 147,157 | $ | 1,150,947 | ||||||
|
|
|
|
|
|
Unaudited Pro Forma Consolidated Balance Sheet Adjustments
(a) | Reflects the total purchase price of the properties. The total purchase price is allocated in accordance with ASC 805. |
(b) | Reflects earnest money deposits that were deposited prior to June 30, 2013 and returned to us after closing. |
(c) | Reflects cash received to be used for renovations of acquired properties. |
(d) | Reflects the deferred financing costs associated with obtaining the new debt and assumed debt of the acquired properties. |
6
(e) | Reflects the new debt and assumed debt obtained as a portion of the consideration for the acquisition of properties. |
(f) | Reflects the additional shares of Series D Preferred Stock issued, the proceeds from which were used for the acquisition of the properties. |
(g) | Reflects acquisition related expenses incurred as part of the acquisition of the properties. |
(h) | Reflects common units of limited partnership interest issued as a portion of the consideration paid for the acquisition of properties. |
7
LANDMARK APARTMENT TRUST OF AMERICA, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 2013
(In thousands, except for share and per share data)
Historical | ||||||||||||||||
Landmark Apartment Trust of America, Inc. |
Acquired Properties |
Pro Forma Adjustments (Unaudited) |
Pro Forma (Unaudited) |
|||||||||||||
Revenues: |
||||||||||||||||
Rental income |
$ | 49,135 | $ | 9,413 | (81 | )(a) | $ | 58,467 | ||||||||
Other property revenues |
6,564 | 1,365 | 7,929 | |||||||||||||
Management fee income |
1,593 | 1,593 | ||||||||||||||
Reimbursed income |
4,677 | 4,677 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total revenues |
61,969 | 10,778 | (81 | ) | 72,666 | |||||||||||
Expenses: |
||||||||||||||||
Rental expenses |
25,356 | 4,931 | (328 | )(b) | 29,959 | |||||||||||
Property lease expense |
1,553 | 1,553 | ||||||||||||||
Reimbursed expense |
4,677 | 4,677 | ||||||||||||||
General, administrative and other expense |
6,522 | 6,522 | ||||||||||||||
Acquisition-related expenses |
2,640 | 527 | (c) | 3,167 | ||||||||||||
Depreciation and amortization |
23,758 | 13,356 | (d) | 37,114 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total expenses |
64,506 | 4,931 | 13,555 | 82,992 | ||||||||||||
Other income/(expense): |
||||||||||||||||
Interest expense, net |
(16,210 | ) | (3,141 | )(e) | (19,351 | ) | ||||||||||
Disposition right income |
1,231 | 1,231 | ||||||||||||||
Loss on debt and preferred stock extinguishment |
(10,220 | ) | (10,220 | ) | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Loss from continuing operations before income tax |
(27,736 | ) | 5,847 | (16,777 | ) | (38,666 | ) | |||||||||
Income tax benefit |
3,207 | 3,207 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Loss from continuing operations |
(24,529 | ) | 5,847 | (16,777 | ) | (35,459 | ) | |||||||||
Less: Net loss from continuing operations attributable to redeemable non-controlling interests in operating partnership |
12,148 | 17,584 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net loss from continuing operations attributable to common stockholders |
$ | (12,381 | ) | $ | 5,847 | $ | (16,777 | ) | $ | (17,875 | ) | |||||
|
|
|
|
|
|
|
|
|||||||||
Other comprehensive income/(loss): |
||||||||||||||||
Change in cash flow hedges attributable to redeemable non-controlling interest in operating partnership |
(50 | ) | (50 | ) | ||||||||||||
Change in cash flow hedges |
310 | 310 | ||||||||||||||
|
|
|
|
|||||||||||||
Comprehensive loss attributable to common stockholders |
$ | (12,121 | ) | $ | (17,615 | ) | ||||||||||
|
|
|
|
|||||||||||||
Net loss from continuing operations per share attributable to common stockholders basic and diluted |
$ | (0.58 | ) | $ | (0.84 | ) | ||||||||||
|
|
|
|
|||||||||||||
Weighted average number of common shares outstanding basic and diluted |
21,397,257 | 21,397,257 | ||||||||||||||
Weighted average number of common units held by non-controlling interests basic and diluted |
20,278,027 | 53,164 | (f) | 20,331,191 |
8
Unaudited Pro Forma Consolidated Statement of Operations Adjustments
(a) | Reflects the estimated rental income that would have been recorded due to amortizing the fair market adjustment to above market leases with an estimated useful life of approximately six months. |
(b) | Reflects the property management fee expense that would not have been recognized if we had acquired the properties as of January 1, 2013, due to our internal management of the properties. |
(c) | Reflects acquisition related expenses incurred as part of the acquisition of the properties. |
(d) | Reflects the estimated depreciation and amortization that would have been recorded by Landmark Apartment Trust of America, Inc. based on the depreciable basis of the acquired properties, assuming asset lives ranging from five to forty years, as well as the amortization of the identified intangible values recorded with an estimated useful life of approximately six months. |
(e) | Reflects estimated interest expense that would have been recorded to the deferred financing costs, new debt and assumed debt, including the impact of amortizing the fair market adjustment on fixed rate debt over the term of the related debt instrument. |
(f) | Reflects the common units of limited partnership interest issued as a portion of the consideration paid for the acquisition of the properties. |
9
LANDMARK APARTMENT TRUST OF AMERICA, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
For the Year Ended December 31, 2012
(In thousands, except for share and per share data)
Historical (Audited) | ||||||||||||||||
Landmark Apartment Trust of America, Inc. |
Acquired Properties |
Pro Forma Adjustments (Unaudited) |
Pro Forma (Unaudited) |
|||||||||||||
Revenues: |
||||||||||||||||
Rental income |
$ | 57,196 | $ | 18,601 | (81 | )(a) | $ | 75,716 | ||||||||
Other property revenues |
7,521 | 2,477 | 9,998 | |||||||||||||
Management fee income |
2,645 | (629 | )(b) | 2,016 | ||||||||||||
Reimbursed income |
10,407 | 10,407 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total revenues |
77,769 | 21,078 | (710 | ) | 98,137 | |||||||||||
Expenses: |
||||||||||||||||
Rental expenses |
28,854 | 10,133 | (629 | )(b) | 38,358 | |||||||||||
Property lease expense |
4,208 | 4,208 | ||||||||||||||
Reimbursed expense |
10,407 | 10,407 | ||||||||||||||
General, administrative and other expense |
13,029 | 13,029 | ||||||||||||||
Acquisition-related expenses |
19,894 | 527 | (c) | 20,421 | ||||||||||||
Depreciation and amortization |
20,056 | 15,761 | (d) | 35,817 | ||||||||||||
Impairment loss |
5,397 | 5,397 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total expenses |
101,845 | 10,133 | 15,659 | 127,637 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Loss from operations |
(24,076 | ) | 10,945 | (16,369 | ) | (29,500 | ) | |||||||||
Other expense: |
||||||||||||||||
Interest expense, net |
(17,519 | ) | (6,282 | )(e) | (23,801 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net loss |
(41,595 | ) | 10,945 | (22,651 | ) | (53,301 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Less: Net loss attributable to redeemable non-controlling |
6,735 | 8,728 | ||||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net loss attributable to common stockholders |
$ | (34,860 | ) | $ | 10,945 | $ | (22,651 | ) | $ | (44,573 | ) | |||||
|
|
|
|
|
|
|
|
|||||||||
Other comprehensive income/(loss): |
||||||||||||||||
Change in cash flow hedges attributable to redeemable non-controlling interest in operating partnership |
50 | 50 | ||||||||||||||
Change in cash flow hedges |
(310 | ) | (310 | ) | ||||||||||||
|
|
|
|
|||||||||||||
Comprehensive loss attributable to common stockholders |
$ | (35,120 | ) | $ | (44,833 | ) | ||||||||||
|
|
|
|
|||||||||||||
Net income loss per share attributable to common stockholders basic and diluted |
$ | (1.72 | ) | $ | (2.20 | ) | ||||||||||
|
|
|
|
|||||||||||||
Weighted average number of common shares outstanding basic and diluted |
20,244,130 | 20,244,130 | ||||||||||||||
Weighted average number of common units held by non-controlling interests basic and diluted |
3,911,026 | 53,164 | (f) | 3,964,190 |
10
Unaudited Pro Forma Consolidated Statement of Operations Adjustments
(a) | Reflects the estimated rental income that would have been recorded due to amortizing the fair market adjustment to above market leases with an estimated useful life of approximately six months. |
(b) | Reflects the property management fee income and property management fee expense that would not have been recognized if we had acquired the properties as of January 1, 2012, due to our internal management of the properties. |
(c) | Reflects acquisition related expenses incurred as part of the acquisition of the properties. |
(d) | Reflects the estimated depreciation and amortization that would have been recorded by Landmark Apartment Trust of America, Inc. based on the depreciable basis of the acquired communities, assuming asset lives ranging from five to forty years, as well as the amortization of the identified intangible values recorded with an estimated useful life of approximately six months. |
(e) | Reflects estimated interest expense that would have been recorded to the deferred financing costs, new debt and assumed debt, including the impact of amortizing the fair market adjustment on fixed rate debt over the term of the related debt instrument. |
(f) | Reflects the common units of limited partnership interest issued as a portion of the consideration paid for the acquisition of the properties. |
11
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.
October 8, 2013 | Landmark Apartment Trust of America, Inc. | |||||
By: | /s/ B. Mechelle Lafon | |||||
Name: | B. Mechelle Lafon | |||||
Title: | Assistant Chief Financial Officer, Treasurer and Secretary |
Exhibit Index
Exhibit Number |
Name | |
23.1 | Consent of Joel Sanders & Company, PA, Independent Registered Public Accounting Firm |