EX-99.1 2 e611167_ex99-1.htm Unassociated Document
WINTHROP REALTY TRUST ANNOUNCES RESULTS FOR
SECOND QUARTER 2013

Reports Common Share Net Asset Value Range of $13.02 to $15.37
Declares Third Quarter 2013 Dividends


FOR IMMEDIATE RELEASE

Boston, Massachusetts – August 1, 2013 – Winthrop Realty Trust (NYSE:FUR), a leading real estate value investor, today announced financial and operating results for the second quarter ended June 30, 2013.  All per share amounts are on a diluted basis.

Financial Results

Three Months Ended June 30, 2013

Net income applicable to common shares for the quarter ended June 30, 2013 was $5.5 million, or $0.17 per common share as compared with net income of $571,000, or $0.02 per common share for the quarter ended June 30, 2012.
 
For the quarter ended June 30, 2013, the Company reported Funds from Operations (“FFO”) applicable to common shares of $4.6 million, or $0.14 per common share, compared with FFO of $8.2 million, or $0.25 per common share for the quarter ended June 30, 2012.

Six Months Ended June 30, 2013

Net income applicable to common shares for the six months ended June 30, 2013 was $16.4 million, or $0.50 per common share as compared with net income of $7.9 million, or $0.24 per common share for the six months ended June 30, 2012.
 
FFO for the six months ended June 30, 2013 was $20.5 million, or $0.62 per common share as compared with FFO of $22.2 million, or $0.67 per common share for the six months ended June 30, 2012.

Net Asset Value as of June 30, 2013 and Performance Table

Winthrop’s estimated range of net asset value per common share at June 30, 2013 is $13.02 to $15.37 as compared to $12.94 to $15.31 at March 31, 2013.  In doing so, we continue to reflect our 701 Seventh Avenue investment at cost with no increase to net asset value.  In addition, our quarterly supplement contains an investment performance table that presents the internal rate of return for each investment made and sold or otherwise liquidated since January 1, 2008.  The pooled weighted internal rate of return on these investments is 31%.  Details regarding the methodology used to calculate the internal rate of return and the net asset value as well as financial results, properties and tenants can be accessed in the quarterly supplemental report at www.winthropreit.com in the Investor Relations section.

2013 Second Quarter Activity and Subsequent Events

 
·
Agreed to increase our financial commitment to our 701 Seventh Avenue, New York Times Square joint venture property from $68.0 million to up to $120.0 million and to participate in the future hotel development, increasing our preferred equity ownership from 45.8% to 61.1%.  In connection with our increased commitment, Winthrop contributed an initial additional $4.9 million to the venture and will make a second payment of $4.7 million upon refinancing of the existing mortgage and mezzanine debt.  To date, Winthrop has contributed $35.6 million to the venture.
 
 
·
Acquired through a 50-50 joint venture with Marc Realty a non-performing $14.03 million mortgage loan, including accrued interest, for $6.625 million.  Following acquisition, the joint venture obtained through an assignment in lieu of foreclosure title to the collateral, a leasehold interest in the 71,000 square feet of commercial/retail space that comprises the bottom three floors of an office building known as the James R. Thompson Center located in Chicago, Illinois.  The leasehold interest is subject to a lease with the State of Illinois that expires September 2014 with six automatic five-year extensions.
 
 
 

 
 
 
·
Sold for $20.5 million the medical office building located in Deer Valley, Arizona, which was originally acquired by foreclosing on a loan receivable that was purchased in June 2010 for approximately $10.6 million.  Winthrop’s first quarter 2013 net asset value range for the property was $19.0-$20.0 million.
 
 
·
Obtained a new $43.0 million first mortgage loan on the 1515 Market Street, Philadelphia, Pennsylvania property from a third party which bears interest at LIBOR plus 2.0% per annum, requires monthly payments of interest only and matures May 2016.  Winthrop received $38.5 million of loan proceeds from the financing which reduced Winthrop’s investment in the loan receivable to $21.1 million.  In addition to its $33.9 million loan receivable, Winthrop is entitled to receive a priority return at a rate of 19.6% per annum on its invested balance as well as an 89% equity participation in profits after satisfaction of the $76.9 million in total debt.
 
 
·
Obtained a $5.1 million loan secured by its Churchill, Pennsylvania property, which loan bears interest at 3.5% per annum, requires monthly debt service payments of interest and principal based on varying amortization schedules and matures on August 1, 2024.  After giving effect to the financing, it is expected that Winthrop will receive approximately $464,000 in annual cash flow to Winthrop.
 
 
·
Received payment in full of $2.25 million loan collateralized by the property located at Shea Boulevard in Phoenix, Arizona.
 
 
·
Received payments on the Queensridge loan receivable of approximately $15.0 million from the sale of several additional condominium units that collateralized the loan, reducing Winthrop’s loan balance to approximately $13.8 million.  Winthrop simultaneously made pay downs of approximately $13.7 million on its recourse debt with KeyBank which fully repaid the debt.
 
 
·
In July 2013, sold its Denton, Texas retail building for a gross sales price of $1.85 million.  Winthrop’s first quarter 2013 net asset value range for this property was $1.725-$1.913 million.
 
 
·
In July 2013, Concord CDO satisfied its leverage ratio tests and, as a result, again began making distributions to Concord CDO’s junior tranches of bonds and its equity holder, CDH CDO LLC, a venture in which the Trust holds a 49% interest.
 
 
·
In July 2013, extended our triple net lease with Ingram Micro, the tenant occupying all 200,000 square feet of office space in Amherst, New York, through October 31, 2023 upon expiration of their existing net lease.  On July 26, we repaid the $15.0 million debt collateralized by the property.
 
 
·
In July 2013, received proceeds of $13.3 million on an investment of $10.8 million from the payoff at par of the loan held in our Metrotech venture in which we hold a 33.3% interest, which results in a 38% IRR.
 
Third Quarter 2013 Dividend Declarations

The Company’s Board of Trustees is declaring a regular quarterly cash dividend for the third quarter of 2013 of $0.1625 per common share payable on October 15, 2013 to common shareholders of record on September 30, 2013.

The Company’s Board of Trustees is also declaring a regular quarterly cash dividend for the third quarter of 2013 of $0.578125 per Series D preferred share payable on October 1, 2013 to Series D preferred shareholders of record on September 12, 2013.

Conference Call Information

The Company will host a conference call to discuss its second quarter 2013 results today, Thursday, August 1, 2013 at 12:00 pm Eastern Time.  Interested parties may access the live call by dialing (877) 407-9205 or (201) 689-8054, or via the Internet at www.winthropreit.com within the News and Events section.  An online replay will be available for one year.  A replay of the call will be available through September 3, 2013 by dialing (877) 660-6853; account #286, confirmation #415330.
 
 
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About Winthrop Realty Trust

Winthrop Realty Trust, headquartered in Boston, Massachusetts, is a NYSE-listed real estate investment trust (REIT) focused on acquiring, owning, operating and investing in real property as well as real estate financial instruments including CMBS, REIT Bonds, Preferred and common stock. For more information, please visit our web-site at www.winthropreit.com.

Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995.  The statements in this release state the Company’s and management's hopes, intentions, beliefs, expectations or projections of the future and are forward-looking statements for which the Company claims the protections of the safe harbor for forward-looking statements under the Private Securities Litigation Reform Act of 1995.  It is important to note that future events and the Company’s actual results could differ materially from those described in or contemplated by such forward-looking statements.  Factors that could cause actual results to differ materially from current expectations include, but are not limited to, (i) general economic conditions, (ii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or general downturn in their business, (iii) local real estate conditions, (iv) increases in interest rates, (v) increases in operating costs and real estate taxes, (vi) changes in accessibility of debt and equity capital markets and (vii) defaults by borrowers on loans.  Additional information concerning factors that could cause actual results to differ materially from those forward-looking statements is contained from time to time in the Company's filings with the Securities and Exchange Commission, copies of which may be obtained from the Company or the Securities and Exchange Commission.  The Company refers you to the documents filed by the Company from time to time with the Securities and Exchange Commission, specifically the section titled "Risk Factors" in the Company's most recent Annual Report on Form 10-K, as may be updated or supplemented in the Company's Form 10-Q filings, which discuss these and other factors that could adversely affect the Company's results.
 
 
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Financial Results

Financial results for the three and six months ended June 30, 2013 and 2012 are as follows (in thousands except per share amounts):

   
For the Three Months
Ended June 30,
   
For the Six Months
Ended June 30,
 
   
2013
   
2012
   
2013
   
2012
 
   
(Unaudited)
   
(Unaudited)
 
Revenue
                       
   Rents and reimbursements
  $ 15,593     $ 11,841     $ 30,101     $ 23,042  
   Interest,  dividends and discount accretion
    4,308       5,778       9,628       11,296  
      19,901       17,619       39,729       34,338  
Expenses
                               
   Property operating
    4,892       3,355       9,650       7,530  
   Real estate taxes
    1,659       884       2,542       2,003  
   Depreciation and amortization
    4,950       4,008       9,840       7,273  
   Interest
    6,708       3,448       12,740       7,172  
   General and administrative
    1,098       782       1,945       1,665  
   Related party fees
    2,291       2,298       4,557       4,325  
   Transaction costs
    46       184       52       305  
   State and local taxes
    125       142       142       147  
      21,769       15,101     $ 41,468       30,420  
Other income (loss)
                               
                                 
   Equity in income of equity investments
    4,524       818       12,393       1,242  
   Earnings from preferred equity investments
    185       -       387       -  
   Realized gain (loss) on sale of securities carried at fair value
    -       15       (102 )     41  
    Unrealized gain (loss) on securities carried at fair value
    (1,860 )     (791 )     (142 )     4,141  
   Unrealized gain (loss) on loan securities carried at fair value
    215       (88 )     215       76  
   Settlement expense
    (134 )     -       (134 )     -  
   Interest income
    115       90       185       191  
      3,045       44       12,802       5,691  
                                 
   Income  from continuing operations
    1,177       2,562       11,063       9,609  
                                 
Discontinued operations
                               
  Income from discontinued operations
    6,568       323       9,633       628  
Consolidated net income
    7,745       2,885       20,696       10,237  
  Net loss attributable to non-controlling interests
    629       473       1,424       1,374  
Net income attributable to Winthrop Realty Trust
    8,374       3,358       22,120       11,611  
  Preferred Dividends of Series D Preferred Shares
    (2,786 )     (2,787 )     (5,573 )     (3,712 )
  Amount allocated to restricted shares
    (98 )     -       (124 )     -  
    Net income attributable to Common Shares
  $ 5,490     $ 571     $ 16,423     $ 7,899  
                                 
Per Common Share Data – Basic
                               
Income (loss) from continuing operations
  $ (0.03 )   $ 0.01     $ 0.21     $ 0.22  
Income from discontinued operations
    0.20       0.01       0.29       0.02  
Net income attributable to Winthrop Realty Trust
  $ 0.17     $ 0.02     $ 0.50     $ 0.24  
                                 
Per Common Share Data – Diluted
                               
Income (loss) from continuing operations
  $ (0.03 )   $ 0.01     $ 0.21     $ 0.22  
Income from discontinued operations
    0.20       0.01       0.29       0.02  
Net income attributable to Winthrop Realty Trust
  $ 0.17     $ 0.02     $ 0.50     $ 0.24  
                                 
Basic Weighted-Average Common Shares
    33,037       33,064       33,032       33,058  
Diluted Weighted-Average Common Shares
    33,037       33,064       33,041       33,058  
                                 
Comprehensive income
                               
   Consolidated net income
  $ 7,745     $ 2,885     $ 20,696     $ 10,237  
   Change in unrealized gain (loss) on interest rate derivative
    131       (25 )      130       (57 )
   Consolidated comprehensive income
    7,876       2,860       20,826       10,180  
   Net loss attributable to non-controlling interest
    629       473       1,424       1,374  
   Other comprehensive income attributable to non-controlling interest
     -        -        -        -  
Comprehensive loss attributable to non-controlling interest
     629        473        1,424        1,374  
Comprehensive income attributable to Winthrop
   Realty Trust
  $ 8,505     $ 3,333     $ 22,250     $ 11,554  
 
 
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Funds From Operations:

The following presents a reconciliation of net income to funds from operations (“FFO”) for the three and six months ended June 30, 2013 and 2012 (in thousands, except per share amounts):

   
For the Three Months Ended
June 30,
   
For the Six Months Ended
June 30,
 
   
2013
   
2012
   
2013
   
2012
 
   
(Unaudited)
   
(Unaudited)
 
Net income attributable to Winthrop
    Realty Trust
  $ 8,374     $ 3,358     $ 22,120     $ 11,611  
Real estate depreciation
    3,249       2,747       6,512       5,261  
Amortization of capitalized leasing costs
    1,858       1,732       3,835       2,937  
Real estate depreciation and amortization
    of unconsolidated interests
    2,086       3,992       4,709       7,654  
Impairment loss on investments in real estate
    154       -       154       -  
Gain on sale of real estate
    (6,752 )     -       (9,527 )     -  
Loss on sale of equity investments
    -       (152 )     110       (106 )
Less: Non-controlling interest share of real
    estate depreciation and amortization
    (1,496 )     (713 )     (1,738 )     (1,445 )
                                 
Funds from operations attributable to the
   Trust
    7,473       10,964       26,175       25,912  
Dividends of Series D Preferred Shares
    (2,786 )     (2,787 )     (5,573 )     (3,712 )
Amount allocated to restricted shares
    (98 )     -       (124 )     -  
FFO applicable to Common Shares-Basic
  $ 4,589     $ 8,177     $ 20,478     $ 22,200  
                                 
Weighted-average Common Shares
    33,037       33,064       33,032       33,058  
                                 
FFO Per Common Share-Basic
  $ 0.14     $ 0.25     $ 0.62     $ 0.67  
                                 
                                 
Diluted
                               
Funds from operations attributable to the
   Trust
  $ 7,473     $ 10,964     $ 26,175     $ 25,912  
Dividends of Series D Preferred Shares
    (2,786 )     (2,787 )     (5,573 )     -  
Amount allocated to restricted shares
    (98 )     -       (124 )     (3,712 )
FFO applicable to Common Shares
  $ 4,589     $ 8,177     $ 20,478     $ 22,200  
                                 
                                 
Weighted-average Common Shares
    33,037       33,064       33,032       33,058  
Stock options
    2       -       2       -  
Restricted shares
    -       -       7       -  
Diluted weighted-average Common Shares
    33,039       33,064       33,041       33,058  
FFO Per Common Share - Diluted
  $ 0.14     $ 0.25     $ 0.62     $ 0.67  
 
FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”).  NAREIT defines FFO as net income or loss determined in accordance with Generally Accepted Accounting Principles (“GAAP”), excluding extraordinary items as defined under GAAP and gains or losses from sales of previously depreciated operating real estate assets, plus specified non-cash items, such as real estate asset depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures.  FFO and FFO per diluted share are used by management, investors and industry analysts as supplemental measures of operating performance of equity REITs. FFO and FFO per diluted share should be evaluated along with GAAP net income and income per diluted share (the most directly comparable GAAP measures), as well as cash flow from operating activities, investing activities and financing activities, in evaluating the operating performance of equity REITs.  FFO and FFO per diluted share exclude the effect of depreciation, amortization and gains or losses from sales of real estate, all of which are based on historical costs which implicitly assumes that the value of real estate diminishes predictably over time.  Since real estate values instead have historically risen or fallen with market conditions, these non-GAAP measures can facilitate comparisons of operating performance between periods and among other equity REITs. FFO does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs as disclosed in the Company’s Consolidated Statements of Cash Flows.  FFO should not be considered as an alternative to net income as an indicator of the Company’s operating performance or as an alternative to cash flows as a measure of liquidity.
 
 
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Consolidated Balance Sheets:
(in thousands, except share data)

   
June 30,
   
December 31,
 
   
2013
   
2012
 
   
(Unaudited)
   
(Unaudited)
 
ASSETS
           
Investments in real estate, at cost
           
   Land
  $ 59,183     $ 43,252  
   Buildings and improvements
    385,370       378,737  
      444,553       421,989  
   Less: accumulated depreciation
    (53,553 )     (51,553 )
   Investments in real estate, net
    391,000       370,436  
                 
   Cash and cash equivalents
    186,132       97,682  
   Restricted cash held in escrows
    19,422       13,250  
   Loans receivable, net
    113,308       211,250  
   Accounts receivable, net of allowances of $474 and
        $374, respectively
    5,027       3,882  
   Accrued rental income
    15,801       17,241  
   Securities carried at fair value
    10,360       19,694  
   Loan securities carried at fair value
    226       11  
   Preferred equity investments
    12,514       12,250  
   Equity investments
    141,645       134,859  
   Lease intangibles, net
    48,348       37,744  
   Deferred financing costs, net
    4,819       4,864  
   Assets held for sale
    1,708       -  
      TOTAL ASSETS
  $ 950,310     $ 923,163  
                 
LIABILITIES
               
   Mortgage loans payable
    325,026       280,576  
   Senior notes payable
    86,250       86,250  
Secured financings
    29,150       52,920  
Notes payable
    1,645       1,676  
   Accounts payable and accrued liabilities
    19,202       21,056  
   Related party fees payable
    2,658       2,664  
   Dividends payable
    8,268       5,366  
   Deferred income
    1,131       1,136  
   Below market lease intangibles, net
    2,483       2,255  
      TOTAL LIABILITIES
    475,813       453,899  
                 
COMMITMENTS AND CONTINGENCIES
               
                 
EQUITY
               
Winthrop Realty Trust Shareholders’ Equity:
               
Series D Cumulative Redeemable Preferred Shares, $25 per share liquidation preference; 5,060,000 shares authorized and 4,820,000 shares both issued and outstanding at June 30, 2013 and December 31, 2012
        120,500           120,500  
Common Shares, $1 par, unlimited shares authorized;
33,638,757 and 33,018,711 both issued and outstanding at June 30, 2013 and December 31, 2012, respectively
      33,039         33,019  
   Additional paid-in capital
    618,954       618,426  
   Accumulated distributions in excess of net income
    (311,688 )     (317,385 )
   Accumulated other comprehensive loss
    80       (50 )
      Total Winthrop Realty Trust Shareholders’ Equity
    460,885       454,510  
   Non-controlling interests
    13,612       14,754  
      Total Equity
    474,497       469,264  
TOTAL LIABILITIES AND EQUITY
  $ 950,310     $ 923,163  
 
 
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Further details regarding the Company’s results of operations, properties, joint ventures and tenants are available in the Company’s Form 10-Q for the quarter ended June 30, 2013 which will be filed with the Securities and Exchange Commission and will be available for download at the Company’s website www.winthropreit.com or at the Securities and Exchange Commission website www.sec.gov.

# # #

Contact Information:

AT THE COMPANY

John Garilli
Chief Financial Officer
(617) 570-4614
 
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