-----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, FhFNtW5NE+Sk2+jFQiTrlmC5VNqeVFBnQbf1WTHkGoCgXCpaITWstyrHY2ATrAYD 6MSYeKERTcAkHoSq9Fz+wA== 0001157523-07-002704.txt : 20070315 0001157523-07-002704.hdr.sgml : 20070315 20070315170541 ACCESSION NUMBER: 0001157523-07-002704 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070315 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070315 DATE AS OF CHANGE: 20070315 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: 07697168 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 a5356180.txt 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 March 15, 2007 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 (Commission (I.R.S. Employer Jurisdiction of File Number) Identification incorporation) 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 March 15, 2007, 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 March 15, 2007 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: March 15, 2007 EX-99.1 2 a5356180ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 American Spectrum Realty Reports Year End Results Seven Office Properties Acquired in 2006 Rental Revenue Increased 28% for Year HOUSTON--(BUSINESS WIRE)--March 15, 2007--American Spectrum Realty, Inc. (AMEX:AQQ) ("the Company"), a real estate investment and management company headquartered in Houston, Texas, announced today its results for the fourth quarter and year ended December 31, 2006. Rental revenue for the year ended December 31, 2006 increased $5.6 million, or 28.2%, in comparison to the year ended December 31, 2005. This increase was attributable to $5.2 million in revenue generated from seven office properties acquired during 2006, in addition to $0.5 million in greater revenues from properties owned for the full years ended December 31, 2006 and 2005 ("Same Properties"). This increase in Same Properties revenue was primarily due to an increase in overall occupancy. The weighted average occupancy of the Company's properties held for investment increased to 90% at December 31, 2006 from 88% at December 31, 2005. Rental revenue from the seven acquired properties was included in the Company's results since their respective dates of acquisition. Loss from continuing operations was $4.4 million for the year ended December 31, 2006 compared to $5.4 million for the year ended December 31, 2005, representing a decrease of $1.1 million. The decrease was in large part attributable to a $1.3 million net gain on extinguishment of debt recognized in 2006. The Company's net income for the year ended December 31, 2006 was $6.5 million, or $4.71 per share, compared with a net loss of $2.3 million, or $1.56 per share, for the 2005 year. The net income generated in 2006 was primarily attributable to a gain from discontinued operations of $10.9 million. The Company's gain from discontinued operations for the year ended December 31, 2005 was $3.1 million. Net income for the year ended December 31, 2006 also included a $1.3 million net gain on extinguishment of debt as mentioned above. William J. Carden, President of American Spectrum, commented, "During 2006, we acquired seven office properties in Texas, one of our core markets. These seven purchases increased American Spectrum's total square footage in Texas to approximately 1.5 million square feet and increased its real estate projects in Houston to seventeen. We also completed our planned renovations on several properties." He added, "American Spectrum will continue to seek to acquire additional properties in our core markets of Texas, California and Arizona during 2007 either directly or through joint ventures." American Spectrum Realty, Inc. is a real estate investment and management company that owns 26 office, industrial, apartment and retail properties aggregating over 2.1 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 Year Ended December 31, December 31, --------------------- --------------------- 2006 2005 2006 2005 ---------- ---------- ---------- ---------- REVENUES: Rental revenue $6,997 $4,991 $25,546 $19,919 Interest and other income 327 13 501 350 ---------- ---------- ---------- ---------- Total revenues 7,324 5,004 26,047 20,269 ---------- ---------- ---------- ---------- EXPENSES: Property operating expense 3,291 2,273 11,935 8,716 Corporate general and administrative 738 958 3,468 3,703 Depreciation and amortization 2,922 2,222 11,020 8,464 Interest expense 2,639 2,184 9,850 8,824 ---------- ---------- ---------- ---------- Total expenses 9,590 7,637 36,273 29,707 ---------- ---------- ---------- ---------- OTHER INCOME (LOSS): Net (loss) gain on extinguishment of debt (567) (95) 1,282 (95) ---------- ---------- ---------- ---------- Total other income (loss) (567) (95) 1,282 (95) ---------- ---------- ---------- ---------- Loss from continuing operations before deferred income tax benefit and minority interest (2,833) (2,728) (8,944) (9,533) Deferred income tax benefit 1,656 3,360 3,893 3,360 ---------- ---------- ---------- ---------- (Loss) income from continuing operations before minority interest (1,177) 632 (5,051) (6,173) Minority interest (share of continuing operations) 157 (99) 674 764 ---------- ---------- ---------- ---------- (Loss) income from continuing operations (1,020) 533 (4,377) (5,409) Discontinued operations: Loss from operations - (560) (65) (2,110) Gain on sale of discontinued operations - 3,900 22,349 7,895 Income tax expense (1,502) (2,198) (9,698) (2,198) Minority interest 200 (136) (1,675) (444) ---------- ---------- ---------- ---------- (Loss) income from discontinued operations: (1,302) 1,006 10,911 3,143 ---------- ---------- ---------- ---------- Net (loss) income $(2,322) $1,539 $6,534 $(2,266) ========== ========== ========== ========== Basic and diluted per share data: (Loss) income from continuing operations $(0.74) $0.38 $(3.16) $(3.71) (Loss) income from discontinued operations (0.94) 0.71 7.87 2.15 ---------- ---------- ---------- ---------- Net (loss) income $(1.68) $1.09 $4.71 $(1.56) ========== ========== ========== ========== Basic weighted average shares used 1,379,332 1,410,670 1,386,328 1,457,079 December 31, December 31, 2006 2005 ------------- ------------- Real estate held for investment, net $172,813 $126,711 Cash 1,166 300 Total assets 190,182 169,185 Notes payable, net of premiums 155,036 114,543 Total liabilities 168,798 155,035 Total stockholders' equity 15,339 9,014 CONTACT: American Spectrum Realty, Inc., Houston Chairman, President and CEO William J. Carden, 713-706-6200 -----END PRIVACY-ENHANCED MESSAGE-----