-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EwKP9tJbu+kp4WBTx481mByqzFnCFIgtO0ymo2k3/S0XXXbMhGSLns1AYRWVpnb1 j2CpWu4M2nT0aaYLD5TvzA== 0001157523-06-004815.txt : 20060508 0001157523-06-004815.hdr.sgml : 20060508 20060508170947 ACCESSION NUMBER: 0001157523-06-004815 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060508 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060508 DATE AS OF CHANGE: 20060508 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN SPECTRUM REALTY INC CENTRAL INDEX KEY: 0001121783 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 522258674 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16785 FILM NUMBER: 06817574 BUSINESS ADDRESS: STREET 1: 5850 SAN FELIPE STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 713-706-6200 MAIL ADDRESS: STREET 1: 5850 SAN FELIPE STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77057 8-K 1 a5142360.htm AMERICAN SPECTRUM REALTY, INC. 8-K American Spectrum Realty, Inc. 8-K
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
May 8, 2006
Date of Report (Date of earliest event reported)
 
American Spectrum Realty, Inc.

(Exact name of registrant as specified in its charter)
 
 
Maryland
001-16785
52-2258674
(State or Other
Jurisdiction of
incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification
No.)


5850 San Felipe, Suite 450, Houston, Texas 77057

(Address of principal executive offices) (Zip Code)
 
 
(713) 706-6200

(Registrant’s telephone number, including area code)
 
 
 

(Former name or former address, if changed since last report)
 
      
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 (see General Instructions A.2. below):
 
 
[  ] 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))
   
 
 
 
 

 
 
Item 2.02  Results of Operations and Financial Condition.
 
On May 8, 2006, American Spectrum Realty, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1.
 
Item 9.01  Financial Statements and Exhibits.
 
(c) Exhibits.
 
Exhibit Description
   
99.1 Press Release dated May 8, 2006
 


 
 
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.
 
     
 
AMERICAN SPECTRUM REALTY, INC.
 
 
 
 
 
 
  By:  
/s/ William J. Carden
 
Name: William J. Carden
  Title: Chairman of the Board, President and Chief Executive Officer
 
Date: May 8, 2006
 
 
EX-99.1 2 a5142360ex99-1.htm EXHIBIT 99.1 Exhibit 99.1
Exhibit 99.1
 
AMERICAN SPECTRUM REALTY, INC.
William J. Carden, Chairman, President and CEO
713-706-6200
FOR IMMEDIATE RELEASE
 
AMERICAN SPECTRUM REALTY REPORTS FIRST QUARTER RESULTS
Net Income of $17.2 Million Generated
Rental Revenue Increased 12.3% for Quarter
 
Houston, TX, May 8, 2006 - American Spectrum Realty, Inc. (“the Company”) (AMEX:AQQ), a real estate investment and management company located in Houston, Texas, announced today its results for the first quarter of 2006.

Net income for the quarter ended March 31, 2006 was $17.2 million, or $12.37 per share, compared to a net loss of $199,000, or $.13 per share, for the first quarter of 2005. The net income recorded during the three months ended March 31, 2006 was primarily attributable to income from discontinued operations of $19.3, which included a gain on the sale of three properties. The three sales consisted of the Company’s two remaining properties located in San Diego, California, an office and an industrial property. The third sale was an office property located in Palatine, Illinois. During the three months ended March 31, 2005, income from discontinued operations amounted to $1.7 million, which was primarily due to a gain recognized on the sale of Sorrento I in San Diego, California. Sorrento I was unoccupied at the time of the sale.

Rental revenue increased 12.3% for the quarter ended March 31, 2006 compared to the same quarter in the prior year. This increase was attributable to $484,000 in revenue generated from four office properties acquired during the quarter, in addition to $126,000 in higher revenues from properties owned on March 31, 2006 and March 31, 2005 (“Same Properties”). This increase in Same Properties revenue was primarily due to higher rental rates. The weighted average occupancy of properties held for investment by the Company was 87% at March 31, 2006 and March 31, 2005.

Net proceeds of $11.3 million (net of debt repayments and sales costs) were generated as a result of the three first quarter sales. Approximately $4.3 million of these proceeds were used to assist with the funding of one of the Company’s first quarter acquisitions. The Company acquired a total of four office properties during the first quarter of 2006. All four properties are located in Houston, Texas, one of the Company’s core-markets. As of March 31, 2006, the Company had deposits of approximately $4.5 million held in escrow in which the Company anticipates the majority will be used as a source of funding for future acquisitions.

Results for the first quarter 2006 and 2005 reflect the following non-cash items (in thousands). These amounts include non-cash items from discontinued operations, which are reported separately on the Company’s consolidated statements of operations.

   
Three Months Ended
March 31, 
 
   
2006
 
2005
 
 
Non-Cash Charges:
             
Depreciation and amortization
 
$
2,536
 
$
2,792
 
Minority interest
   
2,647
   
-
 
Deferred rental expense
   
11
   
-
 
Stock-based compensation
   
8
   
-
 
Deferred compensation expense
   
-
   
19
 
Total Non-Cash Charges
   
5,202
   
2,811
 
               
Non-Cash Items:
             
Amortization of loan premiums
   
(114
)
 
(133
)
Deferred rental income
   
-
   
(50
)
Minority interest
   
-
   
(29
)
Interest on receivable from principal stockholders
   
-
   
(13
)
Total Non-Cash Items
   
(114
)
 
(225
)
 
 
 

 
 
American Spectrum Realty, Inc. is a real estate investment and management company that owns 23 office, industrial and retail properties aggregating approximately 1.9 million square feet in California, Texas, Arizona, South Carolina and the Midwest. Publicly traded on the American Stock Exchange since November 2001, American Spectrum Realty’s business plan focuses on expansion of office and industrial property investments in California, Texas and Arizona.

Certain matters discussed in this release are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including the risks and uncertainties of acquiring, owning, operating and disposing of real estate. Such risks and uncertainties are disclosed in the Company’s past and current filings with the U.S. Securities and Exchange Commission.

- Financial Tables Follow -

 
 
 

 
 
 
AMERICAN SPECTRUM REALTY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)

   
Three Months Ended
March 31,
 
   
2006
 
2005
 
REVENUES:          
Rental revenue
 
$                            5,577
 
$                            4,967
 
Interest and other income
 
74
 
49
 
Total revenues
   
5,651
   
5,016
 
               
EXPENSES:
             
Property operating expense
   
2,496
   
1,962
 
General and administrative
   
920
   
920
 
Depreciation and amortization
   
2,461
   
2,032
 
Interest expense
   
2,185
   
2,248
 
Total expenses
   
8,062
   
7,162
 
               
Net loss before minority interest
   
(2,411
)
 
(2,146
)
               
Minority interest (share from continuing operations)
   
321
   
29
 
 
             
Net loss from continuing operations
   
(2,090
)
 
(1,878
)
               
Discontinued operations:
             
Loss from discontinued operations
   
(65
)
 
(542
)
Gain on sale of discontinued operations
   
22,349
   
2,460
 
Minority interest
   
(2,968
)
 
(239
)
Income from discontinued operations
   
19,316
   
1,679
 
               
Net income (loss)
 
$
17,226
 
$
(199
)
               
Basic and diluted per share data:
             
Net loss from continuing operations
 
$
(1.50
)
$
(1.25
)
Income from discontinued operations
   
13.87
   
1.12
 
Net income (loss)
 
$
12.37
 
$
(0.13
)
               
Basic weighted average shares used
   
1,392,089
   
1,499,419
 
 
 
           
   
March 31,
2006
 
December 31,
 2005
 
           
Real estate held for investment, net of accumulated depreciation
 
$
162,136
 
$
126,711
 
Cash
   
1,215
   
300
 
Total assets
   
183,256
   
169,185
 
Notes payable, net of premiums
   
141,812
   
114,543
 
Total liabilities
   
149,193
   
155,035
 
Total stockholders’ equity
   
26,280
   
9,014
 
 
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