Nevada
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001-09240
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94-6565852
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(State or other
jurisdiction of incorporation)
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(Commission
File No.)
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(I.R.S. Employer
Identification No.)
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1603 LBJ Freeway, Suite 800
Dallas, Texas
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75234
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(Address of principal executive offices)
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(Zip Code)
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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(d)
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Exhibits.
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Exhibit
Designation
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Description of Exhibit
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99.1*
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Press Release dated May 13, 2015
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_____________________
*Furnished herewith.
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Dated: May 15, 2015 |
TRANSCONTINENTAL REALTY INVESTORS, INC.
By: /s/ Gene S. Bertcher
Gene S. Bertcher, Executive Vice
President and Chief Financial Officer
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NEWS RELEASE
FOR IMMEDL4TE RELEASE
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Contact:
Transcontinental Realty Investors, Inc.
Investors Relations
Gene Bertcher (800) 400-6407
investor.relations@transconrealty-invest.com
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TRANSCONTINENTAL REALTY INVESTORS, INC.
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||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS
|
||||||||
(unaudited)
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||||||||
For the Three Months Ended
|
||||||||
March 31,
|
||||||||
2015
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2014
|
|||||||
(dollars in thousands, except
per share amounts)
|
||||||||
Revenues:
|
||||||||
Rental and other property revenues (including $170 and $175 for the three months ended 2015 and
2014, respectively, from related parties)
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$ | 22,304 | $ | 18,303 | ||||
Expenses:
|
||||||||
Property operating expenses (including $153 and $145 for the three months ended 2015 and 2014,
respectively, from related parties)
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10,864 | 9,203 | ||||||
Depreciation and amortization
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4,644 | 4,280 | ||||||
General and administrative (including $820 and $744 for the three months ended 2015 and 2014,
respectively, from related parties)
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1,768 | 1,551 | ||||||
Net income fee to related party
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45 | 490 | ||||||
Advisory fee to related party
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1,943 | 1,852 | ||||||
Total operating expenses
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19,264 | 17,376 | ||||||
Net operating income
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3,040 | 927 | ||||||
Other income (expenses):
|
||||||||
Interest income (including $3,419 and $2,113 for the three months ended 2015 and 2014,
respectively, from related parties)
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3,760 | 2,113 | ||||||
Other income
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67 | 153 | ||||||
Mortgage and loan interest (including $0 and $31 for the three months ended 2015 and 2014,
respectively, from related parties)
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(7,744 | ) | (6,487 | ) | ||||
Deferred borrowing costs amortization
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(591 | ) | (931 | ) | ||||
Loan charges and prepayment penalties
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(1,850 | ) | (1,582 | ) | ||||
Earnings (losses) from unconsolidated joint ventures and investees
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33 | (4 | ) | |||||
Litigation settlement
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(73 | ) | 3,839 | |||||
Total other expenses
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(6,398 | ) | (2,899 | ) | ||||
Loss before gain on land sales, non-controlling interest, and taxes
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(3,358 | ) | (1,972 | ) | ||||
Gain on land sales
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2,876 | 753 | ||||||
Net loss from continuing operations before taxes
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(482 | ) | (1,219 | ) | ||||
Income tax benefit
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102 | 2,049 | ||||||
Net income (loss) from continuing operations
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(380 | ) | 830 | |||||
Discontinued operations:
|
||||||||
Net income (loss) from discontinued operations
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292 | (199 | ) | |||||
Gain on sale of real estate from discontinued operations
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- | 6,053 | ||||||
Income tax expense from discontinued operations
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(102 | ) | (2,049 | ) | ||||
Net income from discontinued operations
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190 | 3,805 | ||||||
Net income (loss)
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(190 | ) | 4,635 | |||||
Net (income) loss attributable to non-controlling interest
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295 | (84 | ) | |||||
Net income attributable to Transcontinental Realty Investors, Inc.
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105 | 4,551 | ||||||
Preferred dividend requirement
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(222 | ) | (274 | ) | ||||
Net income (loss) applicable to common shares
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$ | (117 | ) | $ | 4,277 | |||
Earnings per share - basic
|
||||||||
Net income (loss) from continuing operations
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$ | (0.04 | ) | $ | 0.06 | |||
Net income from discontinued operations
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0.02 | 0.45 | ||||||
Net income (loss) applicable to common shares
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$ | (0.02 | ) | $ | 0.51 | |||
Earnings per share - diluted
|
||||||||
Net income (loss) from continuing operations
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$ | (0.04 | ) | $ | 0.05 | |||
Net income from discontinued operations
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0.02 | 0.44 | ||||||
Net income (loss) applicable to common shares
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$ | (0.02 | ) | $ | 0.49 | |||
Weighted average common shares used in computing earnings per share
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8,717,767 | 8,413,469 | ||||||
Weighted average common shares used in computing diluted earnings per share
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8,717,767 | 8,639,679 | ||||||
Amounts attributable to Transcontinental Realty Investors, Inc.
|
||||||||
Net income (loss) from continuing operations
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$ | (85 | ) | $ | 746 | |||
Net income from discontinued operations
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190 | 3,805 | ||||||
Net income
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$ | 105 | $ | 4,551 |
TRANSCONTINENTAL REALTY INVESTORS, INC.
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||||||||
CONSOLIDATED BALANCE SHEETS
|
||||||||
(unaudited)
|
||||||||
March 31,
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December 31,
|
|||||||
2015
|
2014
|
|||||||
(dollars in thousands, except share
and par value amounts)
|
||||||||
Assets
|
||||||||
Real estate, at cost
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$ | 782,939 | $ | 781,794 | ||||
Real estate subject to sales contracts at cost, net of depreciation ($2,387 for 2015 and $2,300 for 2014)
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20,416 | 20,395 | ||||||
Less accumulated depreciation
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(117,334 | ) | (113,068 | ) | ||||
Total real estate
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686,021 | 689,121 | ||||||
Notes and interest receivable:
|
||||||||
Performing (including $76,387 in 2015 and $77,853 in 2014 from related parties)
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90,147 | 84,863 | ||||||
Non-performing
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594 | 584 | ||||||
Less allowance for doubtful accounts (including $1,825 in 2015 and $1,825 in 2014 from related
parties)
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(1,990 | ) | (1,990 | ) | ||||
Total notes and interest receivable
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88,751 | 83,457 | ||||||
Cash and cash equivalents
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19,605 | 12,201 | ||||||
Restricted cash
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35,749 | 48,238 | ||||||
Investments in unconsolidated joint ventures and investees
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1,714 | 1,543 | ||||||
Receivable from related party
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47,519 | 58,404 | ||||||
Other assets
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38,477 | 37,441 | ||||||
Total assets
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$ | 917,836 | $ | 930,405 | ||||
Liabilities and Shareholders’ Equity
|
||||||||
Liabilities:
|
||||||||
Notes and interest payable
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$ | 579,788 | $ | 588,749 | ||||
Notes related to real estate held for sale
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1,227 | 1,552 | ||||||
Notes related to real estate subject to sales contracts
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18,434 | 18,616 | ||||||
Deferred gain (from sales to related parties)
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51,356 | 51,356 | ||||||
Accounts payable and other liabilities (including $5,129 in 2015 and $4,909 in 2014 to related parties)
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33,984 | 36,684 | ||||||
Total liabilities
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684,789 | 696,957 | ||||||
Shareholders’ equity:
|
||||||||
Preferred stock, Series C: $0.01 par value, authorized 10,000,000 shares; issued and outstanding zero
shares in 2015 and 2014 (liquidation preference $100 per share). Series D: $0.01 par value, authorized,
issued and outstanding 100,000 shares in 2015 and 2014 (liquidation preference $100 per share)
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1 | 1 | ||||||
Common stock, $0.01 par value, authorized 10,000,000 shares; issued 8,717,967 shares in 2015 and
2014; outstanding 8,717,767 shares in 2015 and 2014
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87 | 87 | ||||||
Treasury stock at cost, 200 shares in 2015 and 2014
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(2 | ) | (2 | ) | ||||
Paid-in capital
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271,427 | 271,649 | ||||||
Retained earnings
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(56,346 | ) | (56,451 | ) | ||||
Total Transcontinental Realty Investors, Inc. shareholders' equity
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215,167 | 215,284 | ||||||
Non-controlling interest
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17,880 | 18,164 | ||||||
Total shareholders' equity
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233,047 | 233,448 | ||||||
Total liabilities and shareholders' equity
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$ | 917,836 | $ | 930,405 |