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8-K - 8-K - STRATUS PROPERTIES INCstrsq22015form8-k.htm


 
NEWS RELEASE
 
NASDAQ Symbol: “STRS”
Stratus Properties Inc.
Financial and Media Contact:
212 Lavaca St., Suite 300
William H. Armstrong III
Austin, Texas 78701
(512) 478-5788

STRATUS PROPERTIES INC. REPORTS
SECOND-QUARTER AND SIX-MONTH 2015 RESULTS

HIGHLIGHTS
Consistent with Stratus' board approved five-year business strategy, on July 2, 2015, Stratus completed the sales of its Austin-area Parkside Village and 5700 Slaughter retail properties, both located in the Circle C community, for $32.5 million and $12.5 million, respectively. Stratus used the proceeds from these transactions to fully repay the related outstanding debt totaling $26 million, and expects to record a pre-tax gain of approximately $21 million in third-quarter 2015, of which the non-controlling interest is approximately $4 million.
In July 2015, Stratus notified Canyon-Johnson Urban Fund II, L.P. (Canyon-Johnson) of its election to purchase Canyon-Johnson’s interest in the joint venture that owns the W Austin Hotel & Residences project for $60.9 million, to be financed in connection with refinancing currently in progress.
Operating results at the W Austin Hotel & Residences project continued to reflect positive trends.
Revenue per Available Room (REVPAR) at the W Austin Hotel was $287 during second-quarter 2015 and $303 for the first six months of 2015, compared with $284 during second-quarter 2014 and $296 for the first six months of 2014.
Austin City Limits Live at the Moody Theater (ACL Live) hosted 55 events during second-quarter 2015 and 103 for the first six months of 2015, compared with 51 events during second-quarter 2014 and 96 for the first six months of 2014.
Sales of four lots for $2.0 million were closed in second-quarter 2015 and 12 lots for $4.3 million for the first six months of 2015, compared with 10 lots for $4.1 million in second-quarter 2014 and 18 lots for $7.7 million for the first six months of 2014. In July 2015, Stratus sold two lots for $1.4 million and as of July 31, 2015, had 12 lots under contract.
Expenditures for purchases and development of real estate properties included in Stratus' five-year business strategy totaled $15.7 million for the first six months of 2015, primarily reflecting development costs for Barton Creek properties. Stratus also had commercial leasing capital expenditures of $16.2 million for the first six months of 2015 primarily associated with the advancement of The Oaks at Lakeway project.
Net loss attributable to common stock for second-quarter 2015 totaled $1.1 million, $0.14 per share, compared with net income attributable to common stock of $0.2 million, $0.03 per share, for second-quarter 2014. Net income attributable to common stock for the first six months of 2015 totaled $1.6 million, $0.20 per share, compared with $1.3 million, $0.16 per share, for the first six months of 2014.
Stratus' consolidated debt was $210.8 million and consolidated cash was $25.5 million at June 30, 2015, compared with consolidated debt of $196.5 million and consolidated cash of $29.6 million at December 31, 2014.






AUSTIN, TX, August 10, 2015 - Stratus Properties Inc. (NASDAQ: STRS) reported a net loss attributable to common stock of $1.1 million, $0.14 per share for second-quarter 2015, compared with net income attributable to common stock of $0.2 million, $0.03 per share, for second-quarter 2014. Stratus' net income attributable to common stock for second-quarter 2014 included income of $0.4 million associated with the recovery of building repair costs associated with damage caused by the June 2011 balcony glass breakage incidents at the W Austin Hotel & Residences project. Net income attributable to common stock for the first six months of 2015 totaled $1.6 million, $0.20 per share, compared with $1.3 million, $0.16 per share, for the first six months of 2014. Results for the first six months of 2015 included recognition of a deferred gain associated with the 2012 sale of 7500 Rialto totaling $5.0 million ($3.2 million to net income attributable to common stock). Results for the first six months of 2014 included income of $0.6 million associated with insurance settlements and $0.5 million associated with the recovery of building repair costs.

William H. Armstrong III, Chairman of the Board, President and Chief Executive Officer of Stratus, stated, “Stratus continued to advance its five-year development plan during second-quarter 2015. Construction of the first phase of the Barton Creek 236-unit Tecoma Multi-Family project is progressing well and pre-leasing is expected to begin in September 2015. Construction and leasing of The Oaks at Lakeway project, one of several development projects with HEB Grocery Company, is well underway and our first tenants are expected to open this fall. The sales of the Parkside Village and 5700 Slaughter retail projects for $45 million, with cash proceeds of approximately $17 million (after debt repayments and closing costs), together with our previously announced pending acquisition of Canyon-Johnson's interest in the joint venture that owns the W Austin Hotel & Residences for $60.9 million, adds value for our shareholders and focuses and simplifies our operations. Our financial results reflect continued positive operating performance at the W Austin Hotel, ACL Live and commercial leasing businesses, and we are working constructively with lenders towards appropriate long-term financing for our W Austin Hotel project transaction.”

Summary Financial Results.
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
 
 
2015
 
2014
 
2015
 
2014
 
 
(In Thousands, Except Per Share Amounts)
 
Revenues
$
19,986

 
$
22,521

 
$
40,211

 
$
45,820

 
Operating income
542

 
2,842

a 
2,151

 
6,190

a 
(Loss) income from continuing operations
(240
)
 
1,264

a 
326

 
4,156

a 
Income from discontinued operations

 

 
3,218

b 

 
Net (loss) income
(240
)
 
1,264

a 
3,544

 
4,156

a,c 
Net (loss) income attributable to common stock
(1,119
)
 
219

a 
1,623

b 
1,316

a,c 
 
 
 
 
 
 
 
 
 
Diluted net (loss) income per share attributable to common stock:
 
 
 
 
 
 
 
 
Continuing operations
$
(0.14
)
 
$
0.03

 
$
(0.20
)
 
$
0.16

 
Discontinued operations
$

 
$

 
$
0.40

b 
$

 
Diluted net (loss) income per share attributable to common stock
$
(0.14
)
 
$
0.03

a 
$
0.20

 
$
0.16

a,c 
 
 
 
 
 
 
 
 
 
Diluted weighted-average shares of common stock outstanding
8,061

 
8,068

 
8,081

 
8,085

 
a.
Includes income of $0.4 million, $0.05 per share, in second-quarter 2014 and $0.5 million, $0.06 per share, for the first six months of 2014 related to the recovery of building repair costs associated with damage caused by the June 2011 balcony glass breakage incidents at the W Austin Hotel & Residences project.
b.
Includes recognition of a deferred gain totaling $5.0 million ($3.2 million to net income attributable to common stock or $0.40 per share) associated with the 2012 sale of 7500 Rialto.
c.
Includes income of $0.6 million, $0.07 per share, for the first six months of 2014, related to insurance settlements.


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Five-Year Business Strategy. Stratus' board of directors has approved a five-year plan to create value for stockholders by methodically developing certain existing assets and actively marketing other assets for possible sale at appropriate values. Under the plan, any future new projects will be complementary to existing operations and will be projected to be developed and sold within a five-year time frame. Consistent with the strategy communicated in the five-year plan, on July 2, 2015, Stratus completed the sales of its Austin-area Parkside Village and 5700 Slaughter retail properties, both located in the Circle C community, for $32.5 million and $12.5 million, respectively.

Stratus believes that the Austin and surrounding sub-markets continue to be desirable. Many of Stratus' developments are in locations where development approvals have historically been subject to regulatory constraints, which has made it difficult to obtain entitlements. Stratus' Austin assets, which are located in desirable areas with significant regulatory constraints, are highly entitled and, as a result, Stratus believes that through strategic planning and development, it can maximize and fully realize their value. These development plans require significant additional capital, and may be pursued through joint ventures or other means. In addition, the strategy is subject to continued review by Stratus' board of directors and may change as a result of market conditions or other factors deemed relevant by the board.

As part of its five-year plan, Stratus is currently developing The Oaks at Lakeway and Tecoma Multi-Family projects. The Oaks at Lakeway is a HEB Grocery Company, L.P. (HEB) anchored retail project planned for 245,022 square feet of commercial space. Leases for 65 percent of the space, including the HEB lease, have been executed and leasing for the remaining space is underway. The Tecoma Multi-Family project is a garden-style apartment complex consisting of 236 units, with pre-leasing expected to begin in September 2015.

Currently, Stratus is the manager of, and has an approximate 42 percent interest in, the W Austin Hotel & Residences project, and Canyon-Johnson, our joint venture partner, has an approximate 58 percent interest in the W Austin Hotel & Residences project. Stratus and Canyon-Johnson explored a possible sale of the W Austin Hotel & Residences project in early 2015. This process did not result in a transaction acceptable to both parties, and on May 12, 2015, Canyon-Johnson triggered the process of requiring Stratus to elect to either sell its interest in the joint venture to Canyon-Johnson for $44.5 million or purchase Canyon-Johnson’s interest in the joint venture for $60.9 million. On July 6, 2015, Stratus notified Canyon-Johnson of its election to purchase Canyon-Johnson’s interest in the joint venture. In accordance with the terms of the joint venture’s operating agreement, closing, which is subject to customary conditions, will occur no later than November 10, 2015. The purchase will be made in connection with the refinancing of the W Austin Hotel & Residences project, which is currently being negotiated. Stratus is also in the process of engaging or considering the engagement of advisers to market other developed and undeveloped properties.

Circle C Property Sales. On July 2, 2015, Stratus completed the sales of its Austin-area Parkside Village and 5700 Slaughter retail properties, both located in the Circle C community, to Whitestone REIT. Stratus successfully entitled, developed and fully leased both projects. The Parkside Village retail project, which was owned in a joint venture with LCHM Holdings, LLC, consists of 90,184 leasable square feet and was sold for $32.5 million. The 5700 Slaughter retail project, which was wholly owned by Stratus, consists of 25,698 leasable square feet and was sold for $12.5 million. Stratus used the proceeds from these transactions to fully repay the amounts outstanding under both the Parkside Village construction loan with Comerica Bank and the term loan with United Heritage Credit Union, which totaled approximately $26 million at June 30, 2015. After debt repayments and closing costs, cash proceeds from these transactions approximated $17 million, and Stratus expects to record a pre-tax gain of approximately $21 million, of which the noncontrolling interest is approximately $4 million, in third-quarter 2015.

Discontinued Operations. In 2012, Stratus sold 7500 Rialto, an office building in Lantana. In connection with the sale, Stratus recognized a gain of $5.1 million and deferred a gain of $5.0 million related to a guaranty provided to the lender in connection with the buyer's assumption of the loan related to 7500

3



Rialto. The guaranty was released in January 2015, and Stratus recognized the deferred gain totaling $5.0 million ($3.2 million to net income attributable to common stock) in first-quarter 2015.

W Austin Hotel & Residences Project. REVPAR at the W Austin Hotel, which is calculated by dividing total room revenue by total rooms available, averaged $287 during second-quarter 2015 and $303 for the first six months of 2015, compared with $284 during second-quarter 2014 and $296 for the first six months of 2014. The 251-room hotel, which Stratus believes sets the standard for contemporary luxury in downtown Austin, is managed by Starwood Hotels & Resorts Worldwide, Inc.

Austin City Limits Live at the Moody Theater (ACL Live) hosted 55 events during second-quarter 2015, compared with 51 events during second-quarter 2014. ACL Live hosted 103 events during the first six months of 2015, compared with 96 events during the first six months of 2014. ACL Live currently has events booked through April 2016.

The project also has 39,328 square feet of leasable office space, including 9,000 square feet occupied by Stratus' corporate office, and 18,362 square feet of retail space. As of June 30, 2015, occupancy for the office space was 100 percent and occupancy for the retail space was 74 percent. Leasing is ongoing for the remaining retail space.

Operating Results. Stratus' developed property sales included the following (dollars in thousands):
 
Three Months Ended June 30,
 
2015
 
2014
 
Lots/Units
 
Revenues
 
Average Cost per Lot/Unit
 
Lots/Units
 
Revenues
 
Average Cost per Lot/Unit
Barton Creek
 
 
 
 
 
 
 
 
 
 
 
Calera:
 
 
 
 
 
 
 
 
 
 
 
Verano Drive

 
$

 
$

 
6

 
$
2,370

 
$
179

Amarra Drive:
 
 
 
 
 
 
 
 
 
 
 
Phase II Lots

 

 

 
4

 
1,707

 
163

Phase III Lots
3

 
1,770

 
284

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
Circle C
 
 
 
 
 
 
 
 
 
 
 
Meridian
1

 
275

 
156

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
W Austin Hotel & Residences Project
 
 
 
 
 
 
 
 
 
 
 
Condominium Units

 

 

 
1

 
2,700

 
2,295

Total Residential
4

 
$
2,045

 
 
 
11

 
$
6,777

 
 

4



 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30,
 
2015
 
2014
 
Lots/Units
 
Revenues
 
Average Cost per Lot/Unit
 
Lots/Units
 
Revenues
 
Average Cost per Lot/Unit
Barton Creek
 
 
 
 
 
 
 
 
 
 
 
Calera:
 
 
 
 
 
 
 
 
 
 
 
Verano Drive

 
$

 
$

 
9

 
$
3,524

 
$
181

Amarra Drive:
 
 
 
 
 
 
 
 
 
 
 
Phase II Lots

 

 

 
9

 
4,182

 
185

Phase III Lots
3

 
1,770

 
284

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
Circle C
 
 
 
 
 
 
 
 
 
 
 
Meridian
9

 
2,480

 
156

 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
W Austin Hotel & Residences Project
 
 
 
 
 
 
 
 
 
 
 
Condominium Units

 

 

 
3

 
4,420

 
1,230

Total Residential
12

 
$
4,250

 
 
 
21

 
$
12,126

 
 
 
 
 
 
 
 
 
 
 
 
 
 
The decrease in developed property sales and revenues in the 2015 periods primarily resulted from fewer condominium unit sales at the W Austin Residences and fewer lot sales at Verano Drive and Amarra Drive Phase II as inventories have declined as a result of previous sales activity. These decreases were partly offset by increased lot sales at Meridian and Amarra Drive Phase III, which was completed in first-quarter 2015.

As of July 31, 2015, 41 Meridian lots, 14 Amarra Drive Phase II lots and 59 Amarra Drive Phase III lots remain available for sale.

Revenue from the Hotel segment totaled $11.1 million for second-quarter 2015 and $22.8 million for the first six months of 2015, compared with $10.7 million for second-quarter 2014 and $21.6 million for the first six months of 2014. Hotel revenue reflects the results of operations for the W Austin Hotel, and primarily includes revenue from room reservations and food and beverage sales. Increased Hotel revenues for the 2015 periods primarily reflect increased food and beverage sales.

Revenue from the Entertainment segment totaled $5.1 million for second-quarter 2015 and $9.4 million for the first six months of 2015, compared with $3.5 million for second-quarter 2014 and $9.0 million for the first six months of 2014. Entertainment revenue primarily reflects the results of operations for ACL Live, including ticket sales, revenue from private events, sponsorships, personal seat license sales and suite sales, and sales of concessions and merchandise. Entertainment revenue also reflects revenues associated with outside events hosted at venues other than ACL Live and production of recorded content for artists performing at ACL Live, as well as the results of the joint venture with Pedernales Entertainment relating to Stageside Productions. Revenues from the Entertainment segment will vary from period to period as a result of factors such as the price of tickets and number of tickets sold, as well as the number and type of events. The increase in Entertainment revenue for the 2015 periods primarily resulted from increases in events hosted and ticket sales.

Rental revenue from the Commercial Leasing segment totaled $1.9 million for second-quarter 2015 and $3.8 million for the first six months of 2015, compared with $1.8 million for second-quarter 2014 and $3.4 million for the first six months of 2014. The increase in rental revenue in the 2015 periods primarily reflects increased leasing activity at Parkside Village and Block 21 office. On July 2, 2015, Stratus completed the sales of Parkside Village and 5700 Slaughter as discussed above.

Stratus is a diversified real estate company engaged primarily in the acquisition, entitlement, development, management, operation and sale of commercial, hotel, entertainment, and multi- and

5



single-family residential real estate properties, primarily located in the Austin area, but including projects in certain other select markets in Texas.
____________________________

CAUTIONARY STATEMENT. This press release contains forward-looking statements in which Stratus discusses factors it believes may affect its future performance. Forward-looking statements are all statements other than statements of historical facts, such as statements regarding the anticipated financing and completion of Stratus' purchase of Canyon-Johnson Urban Fund II, L.P.'s interest in CJUF II Stratus Block 21, LLC. statements regarding the implementation and potential results of Stratus' five-year business strategy, projections or expectations related to operational and financial performance or liquidity, reimbursements for infrastructure costs, financing and regulatory matters, development plans and sales of properties, commercial leasing activities, timeframes for development, construction and completion of Stratus' projects, capital expenditures, liquidity and capital resources, and other plans and objectives of management for future operations and activities. The words “anticipates,” “may,” “can,” “plans,” “believes,” “potential,” “estimates,” “expects,” “projects,” “intends,” “likely,” “will,” “should,” “to be” and any similar expressions and/or statements that are not historical facts are intended to identify those assertions as forward-looking statements.

Stratus cautions readers that forward-looking statements are not guarantees of future performance, and its actual results may differ materially from those anticipated, projected or assumed in the forward-looking statements. Important factors that can cause Stratus' actual results to differ materially from those anticipated in the forward-looking statements include, but are not limited to, Stratus’ ability to refinance and service its debt and the availability of financing for development projects and other corporate purposes, Stratus' ability to sell properties at prices its board considers acceptable, a decrease in the demand for real estate in the Austin, Texas market, changes in economic and business conditions, reductions in discretionary spending by consumers and corporations, competition from other real estate developers, hotel operators and/or entertainment venue operators and promoters, business opportunities that may be presented to and/or pursued by Stratus, the failure of third parties to satisfy debt service obligations, the failure to complete agreements with strategic partners and/or appropriately manage relationships with strategic partners, the termination of sales contracts or letters of intent due to, among other factors, the failure of one or more closing conditions or market changes, the failure to attract customers for its developments or such customers’ failure to satisfy their purchase commitments, increases in interest rates, declines in the market value of its assets, increases in operating costs, including real estate taxes and the cost of construction materials, changes in external perception of the W Austin Hotel, changes in consumer preferences, changes in laws, regulations or the regulatory environment affecting the development of real estate, opposition from special interest groups with respect to development projects, weather-related risks and other factors described in more detail under the heading “Risk Factors” in Stratus’ Annual Report on Form 10-K for the year ended December 31, 2014, filed with the U.S. Securities and Exchange Commission (SEC) as updated by Stratus' subsequent filings with the SEC.

Investors are cautioned that many of the assumptions upon which Stratus' forward-looking statements are based are likely to change after the forward-looking statements are made. Further, Stratus may make changes to its business plans that could affect its results. Stratus cautions investors that it does not intend to update its forward-looking statements notwithstanding any changes in its assumptions, business plans, actual experience, or other changes, and Stratus undertakes no obligation to update any forward-looking statements, except as required by law.

A copy of this release is available on Stratus' website, www.stratusproperties.com.
# # #

6



STRATUS PROPERTIES INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(In Thousands, Except Per Share Amounts)
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
 
 
2015
 
2014
 
2015
 
2014
 
Revenues:
 
 
 
 
 
 
 
 
Hotel
$
11,054

 
$
10,560

 
$
22,673

 
$
21,372

 
Entertainment
4,995

 
3,513

 
9,304

 
9,000

 
Real estate operations
2,234

 
6,824

 
4,710

 
12,255

 
Commercial leasing
1,703

 
1,624

 
3,524

 
3,193

 
Total revenues
19,986

 
22,521

 
40,211

 
45,820

 
Cost of sales:
 
 
 
 
 
 
 
 
Hotel
8,295

 
7,641

 
16,377

 
15,273

 
Entertainment
3,688

 
2,515

 
7,091

 
6,536

 
Real estate operations
2,011

 
4,682

 
4,121

 
8,500

 
Commercial leasing
959

 
703

 
1,700

 
1,404

 
Depreciation
2,346

 
2,225

 
4,650

 
4,472

 
Total cost of sales
17,299

 
17,766

 
33,939

 
36,185

 
General and administrative expenses
2,145

 
1,959

 
4,121

 
4,021

 
Insurance settlement

 
(46
)
 

 
(576
)
 
Total costs and expenses
19,444

 
19,679

 
38,060

 
39,630

 
Operating income
542

 
2,842

 
2,151

 
6,190

 
Interest expense, net
(1,031
)
 
(974
)
 
(1,881
)
 
(1,823
)
 
Loss on interest rate cap agreement
(13
)
 
(170
)
 
(68
)
 
(251
)
 
Other income, net
285

 
3

 
289

 
22

 
(Loss) income before income taxes and equity in unconsolidated affiliates' (loss) income
(217
)
 
1,701

 
491

 
4,138

 
Equity in unconsolidated affiliates' (loss) income
(239
)
 
(243
)
 
(118
)
 
438

 
Benefit from (provision for) income taxes
216

 
(194
)
 
(47
)
 
(420
)
 
(Loss) income from continuing operations
(240
)
 
1,264

 
326

 
4,156

 
Income from discontinued operations, net of taxes

 

 
3,218

 

 
Net (loss) income
(240
)
 
1,264

 
3,544

 
4,156

 
Net income attributable to noncontrolling interests in subsidiaries
(879
)
 
(1,045
)
 
(1,921
)
 
(2,840
)
 
Net (loss) income attributable to common stock
$
(1,119
)
 
$
219

 
$
1,623

 
$
1,316

 
 
 
 
 
 
 
 
 
 
Basic and diluted net (loss) income per share attributable to common stockholders:
 
 
 
 
 
 
 
 
Continuing operations
$
(0.14
)
 
$
0.03

 
$
(0.20
)
 
$
0.16

 
Discontinued operations
$

 
$

 
$
0.40

 
$

 
Basic and diluted net (loss) income per share attributable to common stockholders
$
(0.14
)
 
$
0.03

 
$
0.20

 
$
0.16

 
 
 
 
 
 
 
 
 
 
Weighted-average shares of common stock outstanding:
 
 
 
 
 
 
 
 
Basic
8,061

 
8,030

 
8,051

 
8,040

 
Diluted
8,061

 
8,068

 
8,081

 
8,085

 
 
 
 
 
 
 
 
 
 




I



STRATUS PROPERTIES INC.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(In Thousands)

 
June 30,
2015
 
December 31,
2014
 
ASSETS
 
 
 
 
Cash and cash equivalents
$
25,474

a 
$
29,645

 
Restricted cash
6,485

 
7,615

 
Real estate held for sale
50,927

b 
12,245

 
Real estate under development
127,808

 
123,921

 
Land available for development
24,151

 
21,368

 
Real estate held for investment, net
153,099

 
178,065

 
Investment in unconsolidated affiliates
615

 
795

 
Deferred tax assets
9,934

 
11,759

 
Other assets
18,211

 
17,274

 
Total assets
$
416,704

 
$
402,687

 
 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
Liabilities:
 
 
 
 
Accounts payable
$
11,590

 
$
8,076

 
Accrued liabilities
7,894

 
9,670

 
Debt
210,758

 
196,477

 
Other liabilities and deferred gain
8,729

c 
13,378

 
Total liabilities
238,971

 
227,601

 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
 
 
Equity:
 
 
 
 
Stratus stockholders' equity:
 
 
 
 
Common stock
91

 
91

 
Capital in excess of par value of common stock
204,546

 
204,269

 
Accumulated deficit
(45,698
)
 
(47,321
)
 
Accumulated other comprehensive loss
(265
)
 
(279
)
 
Common stock held in treasury
(20,470
)
 
(20,317
)
 
Total stockholders' equity
138,204

 
136,443

 
Noncontrolling interests in subsidiariesd
39,529

 
38,643

 
Total equity
177,733

 
175,086

 
Total liabilities and equity
$
416,704

 
$
402,687

 
 
 
 
 
 
a.
Includes $3.4 million available to Stratus, $0.8 million available to the Parkside Village project and $21.2 million available to the W Austin Hotel & Residences project.
b.
Includes $21.2 million associated with Parkside Village and 5700 Slaughter, which were sold on July 2, 2015.
c.
Deferred gain of $5.0 million associated with the 2012 sale of 7500 Rialto was recognized in first-quarter 2015.
d.
Primarily relates to Canyon-Johnson's interest in the W Austin Hotel & Residences project.





II



STRATUS PROPERTIES INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(In Thousands)
 
Six Months Ended
 
 
June 30,
 
 
2015
 
2014
 
Cash flow from operating activities:
 
 
 
 
Net income
$
3,544

 
$
4,156

 
Adjustments to reconcile net income to net cash used in operating activities:
 
 
 
 
Depreciation
4,650

 
4,472

 
Cost of real estate sold
2,098

 
6,081

 
Deferred gain on sale of 7500 Rialto
(5,000
)
 

 
Stock-based compensation
269

 
220

 
Equity in unconsolidated affiliates' income
118

 
(438
)
 
Deposits
82

 
(101
)
 
Deferred income taxes
1,829

 

 
Purchases and development of real estate properties
(15,703
)
 
(24,817
)
 
Municipal utility district reimbursement
5,307

 

 
Decrease in other assets
193

 
1,093

 
Increase (decrease) in accounts payable, accrued liabilities and other
2,022

 
(1,233
)
 
Net cash used in operating activities
(591
)
 
(10,567
)
 
 
 
 
 
 
Cash flow from investing activities:
 
 
 
 
Capital expenditures
(16,740
)
 
(953
)
 
Return of investment in unconsolidated affiliates
62

 
1,345

 
Net cash (used in) provided by investing activities
(16,678
)
 
392

 
 
 
 
 
 
Cash flow from financing activities:
 
 
 
 
Borrowings from credit facility
23,500

 
23,500

 
Payments on credit facility
(15,366
)
 
(6,828
)
 
Borrowings from project loans
15,810

 
6,000

 
Payments on project and term loans
(9,662
)
 
(5,067
)
 
Net payments for stock-based awards, including excess tax benefit
(144
)
 
(190
)
 
Noncontrolling interests distributions
(1,040
)
 
(3,581
)
 
Repurchase of treasury stock

 
(637
)
 
Financing costs

 
(69
)
 
Net cash provided by financing activities
13,098

 
13,128

 
Net (decrease) increase in cash and cash equivalents
(4,171
)
 
2,953

 
Cash and cash equivalents at beginning of year
29,645

 
21,307

 
Cash and cash equivalents at end of period
$
25,474

 
$
24,260

 

III



BUSINESS SEGMENTS
Stratus currently has four operating segments: Real Estate Operations, Hotel, Entertainment and Commercial Leasing.
The Real Estate Operations segment is comprised of Stratus’ real estate assets (developed, under development and available for development), which consist of its properties in Austin, Texas (the Barton Creek community, the Circle C Community, Lantana and the condominium units at the W Austin Hotel & Residences project); in Lakeway, Texas (The Oaks at Lakeway) located in the greater Austin area; and in Magnolia, Texas located in the greater Houston area.
The Hotel segment includes the W Austin Hotel located at the W Austin Hotel & Residences project.
The Entertainment segment includes ACL Live, a live music and entertainment venue and production studio at the W Austin Hotel & Residences project. In addition to hosting concerts and private events, this venue is the home of Austin City Limits, a television program showcasing popular music legends. The Entertainment segment also includes revenues and costs associated with events hosted at other venues, and the results of the Stageside Productions joint venture formed with Pedernales Entertainment LLC.
The Commercial Leasing segment includes the office and retail space at the W Austin Hotel & Residences project, a retail building and a bank building in Barton Creek Village, and 5700 Slaughter and the Parkside Village project in the Circle C community. On July 2, 2015, Stratus completed the sales of the Parkside Village and 5700 Slaughter properties.
Segment data presented below was prepared on the same basis as Stratus' consolidated financial statements (in thousands).
 
Real Estate
Operationsa
 
Hotel
 
Entertainment
 
Commercial Leasingb
 
Eliminations and Otherc
 
Total
Three Months Ended June 30, 2015:
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
Unaffiliated customers
$
2,234

 
$
11,054

 
$
4,995

 
$
1,703

 
$

 
$
19,986

Intersegment
25

 
69

 
79

 
166

 
(339
)
 

Cost of sales, excluding depreciation
2,011

 
8,353

 
3,744

 
985

 
(140
)
 
14,953

Depreciation
68

 
1,496

 
318

 
501

 
(37
)
 
2,346

General and administrative expenses
1,620

 
169

 
61

 
484

 
(189
)
 
2,145

Operating (loss) income
$
(1,440
)
 
$
1,105

 
$
951

 
$
(101
)
 
$
27

 
$
542

Capital expendituresd
$
9,140

 
$
57

 
$
8

 
$
8,399

 
$

 
$
17,604

Total assets at June 30, 2015
205,426

 
109,069

 
49,116

 
48,445

 
4,648

 
416,704

Three Months Ended June 30, 2014:
 

 
 

 
 

 
 
 
 

 
 

Revenues:
 
 
 
 
 
 
 
 
 
 
 
Unaffiliated customers
$
6,824

 
$
10,560

 
$
3,513

 
$
1,624

 
$

 
$
22,521

Intersegment
24

 
99

 
11

 
132

 
(266
)
 

Cost of sales, excluding depreciation
4,696

 
7,642

 
2,598

 
727

 
(122
)
 
15,541

Depreciation
57

 
1,457

 
311

 
438

 
(38
)
 
2,225

Insurance settlement
(46
)
 

 

 

 

 
(46
)
General and administrative expenses
1,465

 
143

 
52

 
445

 
(146
)
 
1,959

Operating income
$
676

 
$
1,417

 
$
563

 
$
146

 
$
40

 
$
2,842

Capital expendituresd
$
16,826

 
$
27

 
$

 
$
438

 
$

 
$
17,291

Total assets at June 30, 2014
156,604

 
113,048

 
50,054

 
49,587

 
(5,761
)
 
363,532



IV



 
 
 
 
 
 
 
 
 
 
 
 
 
Real Estate
Operationsa
 
Hotel
 
Entertainment
 
Commercial Leasingb
 
Eliminations and Otherc
 
Total
Six Months Ended June 30, 2015:
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
  Unaffiliated customers
$
4,710

 
$
22,673

 
$
9,304

 
$
3,524

 
$

 
$
40,211

  Intersegment
50

 
141

 
102

 
252

 
(545
)
 

Cost of sales, excluding depreciation
4,122

 
16,455

 
7,173

 
1,750

 
(211
)
 
29,289

Depreciation
125

 
2,990

 
642

 
968

 
(75
)
 
4,650

General and administrative expenses
2,995

 
390

 
141

 
899

 
(304
)
 
4,121

Operating (loss) income
$
(2,482
)
 
$
2,979

 
$
1,450

 
$
159

 
$
45

 
$
2,151

Income from discontinued operationse
$

 
$

 
$

 
$
3,218

 
$

 
$
3,218

Capital expendituresd
15,703

 
448

 
69

 
16,223

 

 
32,443

 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2014:
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
  Unaffiliated customers
$
12,255

 
$
21,372

 
$
9,000

 
$
3,193

 
$

 
$
45,820

  Intersegment
47

 
229

 
18

 
255

 
(549
)
 

Cost of sales, excluding depreciation
8,566

 
15,274

 
6,667

 
1,452

 
(246
)
 
31,713

Depreciation
113

 
2,930

 
630

 
873

 
(74
)
 
4,472

Insurance settlement
(576
)
 

 

 

 

 
(576
)
General and administrative expenses
3,093

 
215

 
79

 
946

 
(312
)
 
4,021

Operating income
$
1,106

 
$
3,182

 
$
1,642

 
$
177

 
$
83

 
$
6,190

Capital expendituresd
$
24,817

 
$
76

 
$
32

 
$
845

 
$

 
$
25,770

a.
Includes sales commissions and other revenues together with related expenses.
b.
On July 2, 2015, Stratus completed the sales of Parkside Village and 5700 Slaughter.
c.
Includes eliminations of intersegment amounts.
d.
Also includes purchases and development of residential real estate held for sale.
e.
Represents a deferred gain, net of taxes, associated with the 2012 sale of 7500 Rialto that was recognized in first-quarter 2015.




V