-----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, Nxj3SoL6Ol/IRObPTzU2ZGZ5wFm90dUyTWarK3k4cFLJImbi8o7DB0TOR0M/tE/3 fIixSJ+9xbwV0HfnEfTqHw== 0000892626-98-000089.txt : 19980317 0000892626-98-000089.hdr.sgml : 19980317 ACCESSION NUMBER: 0000892626-98-000089 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970826 ITEM INFORMATION: FILED AS OF DATE: 19980316 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANYAN STRATEGIC REALTY TRUST CENTRAL INDEX KEY: 0000790817 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 363375345 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-15465 FILM NUMBER: 98566354 BUSINESS ADDRESS: STREET 1: 150 S WACKER DR STE 2900 STREET 2: SUITE 2900 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3125539800 FORMER COMPANY: FORMER CONFORMED NAME: BANYAN STRATEGIC LAND TRUST DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: VMS STRATEGIC LAND TRUST DATE OF NAME CHANGE: 19910325 8-K/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A-NUMBER 2 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 26, 1997 BANYAN STRATEGIC REALTY TRUST ---------------------------------------------------- (Exact name of Registrant as specified in its charter) Massachusetts 0-15465 36-3375345 (State of or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification incorporation) Number) 150 South Wacker Drive, Suite 2900, Chicago, IL 60606 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (312) 553-9800 This document consists of 23 pages. Exhibit index is located on page 2. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS a) Financial Statements. (i) Southlake Corporate Center (See attached). (ii) University Square Business Center (See attached). (iii) Technology Center (See attached). b) Pro Forma Financial Information 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. Date: March 16, 1998 BANYAN STRATEGIC REALTY TRUST (Registrant) By: /s/ Joel L. Teglia ----------------------------------- Vice President, Chief Financial and Accounting Officer (i) - Southlake Corporate Center Statements of Revenue and Certain Expenses SOUTHLAKE CORPORATE CENTER For the period from September 26, 1996 to July 30, 1997 and the period from January 1, 1997 to July 30, 1997 (Unaudited) REPORT OF INDEPENDENT AUDITORS Board of Directors Banyan Strategic Realty Trust We have audited the statement of revenue and certain expenses of Southlake Corporate Center (the Property) as described in Note 1 for the period from September 26, 1996 to July 30, 1997. The statement of revenue and certain expenses is the responsibility of the Property's management. Our responsibility is to express an opinion on the statement of revenue and certain expenses based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of revenue and certain expenses is free from material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures made in the statement of revenue and certain expenses. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statement of revenue and certain expenses. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement of revenue and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Form 8-K of Banyan Strategic Realty Trust as described in Note 1, and is not intended to be a complete presentation of the Property's revenue and expenses. In our opinion, the statement of revenue and certain expenses referred to above presents fairly, in all material respects, the revenue and certain expenses of the Property, for the period from September 26, 1996 to July 30, 1997, in conformity with generally accepted accounting principles. ERNST & YOUNG LLP October 9, 1997 Chicago, Illinois SOUTHLAKE CORPORATE CENTER Statements of Revenue and Certain Expenses (Unaudited) Period from Period from September 26, 1996 January 1, 1997 to July 30, 1997 to July 30, 1997 ---------------- ---------------- Revenue: Rental income . . . . . . . . . . $691,084 $474,980 Other income. . . . . . . . . . . 1,545 1,062 -------- -------- Total revenue . . . . . . 692,629 476,042 -------- -------- Certain Expenses: Utilities . . . . . . . . . . . . 71,420 49,087 Landscaping, repairs and general maintenance. . . . . . . 84,220 57,884 Insurance . . . . . . . . . . . . 3,999 2,749 Property taxes. . . . . . . . . . 33,635 23,117 Administrative. . . . . . . . . . 13,235 9,096 -------- -------- Total expenses. . . . . . 206,509 141,933 -------- -------- Revenue in excess of certain expenses . . . . $486,120 $334,109 ======== ======== See accompanying notes. SOUTHLAKE CORPORATE CENTER Notes to Statements of Revenue and Certain Expenses For the period from September 26, 1996 to July 30, 1997 and the period from January 1, 1997 to July 30, 1997 (Unaudited) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying statement of revenue and certain expenses relates to the operations of Southlake Corporate Center (the Property) an office building located in Morrow, Georgia. The Property was acquired on September 26, 1996 by the previous owner. The Property was acquired on July 30, 1997 by Banyan Strategic Realty Trust (Banyan). Accordingly, the statement of revenue and certain expenses has been presented for the period of ownership by the former owner. The accompanying statement of revenue and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Form 8-K of Banyan. The statement of revenue and certain expenses is not representative of the actual operations of the Property for the period presented nor indicative of future operations as certain expenses have been excluded. The excluded expenses consist primarily of management fees, interest, depreciation, and amortization, which may not be comparable to the expenses expected to be incurred by Banyan in future operations of the Property. Revenue Recognition Rental income is recognized as revenue on a straight-line basis over the terms of the operating leases. Use of Estimates The preparation of the statement of revenue and certain expenses in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Unaudited Interim Statement In the opinion of Management, the interim financial statement reflect all adjustments necessary for a fair presentation of the results of the interim period. All adjustments are of a normal, recurring nature. 2. LEASES AND SIGNIFICANT TENANTS As of July 30, 1997, the Property was 97% leased to sixteen tenants. Three of these tenants accounted for approximately 16%, 14% and 10% of the total rental income earned for the period. (ii) - University Square Business Center Statements of Revenue and Certain Expenses UNIVERSITY SQUARE BUSINESS CENTER For the year ended December 31, 1996 and the period from January 1, 1997 to August 26, 1997 (Unaudited) REPORT OF INDEPENDENT AUDITORS Board of Directors Banyan Strategic Realty Trust We have audited the statement of revenue and certain expenses of University Square Business Center (the Property) as described in Note 1 for the year ended December 31, 1996. The statement of revenue and certain expenses is the responsibility of the Property's management. Our responsibility is to express an opinion on the statement of revenue and certain expenses based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of revenue and certain expenses is free from material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures made in the statement of revenue and certain expenses. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statement of revenue and certain expenses. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement of revenue and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Form 8-K of Banyan Strategic Realty Trust as described in Note 1, and is not intended to be a complete presentation of the Property's revenue and expenses. In our opinion, the statement of revenue and certain expenses referred to above presents fairly, in all material respects, the revenue and certain expenses of the Property, for the year ended December 31, 1996, in conformity with generally accepted accounting principles. ERNST & YOUNG LLP October 1, 1997 Chicago, Illinois UNIVERSITY SQUARE BUSINESS CENTER Statements of Revenue and Certain Expenses (Unaudited) Period from January 1, 1997 Year Ended to December 31, 1996 August 26, 1997 ---------------- ---------------- Revenue: Rental income . . . . . . . . . . $1,536,359 $940,979 Other income. . . . . . . . . . . 5,335 10,013 ---------- -------- Total revenue . . . . . . 1,541,694 950,992 ---------- -------- Certain Expenses: Utilities . . . . . . . . . . . . 200,281 120,670 Maintenance . . . . . . . . . . . 181,250 111,003 Management fees . . . . . . . . . 62,045 37,419 Insurance . . . . . . . . . . . . 11,493 6,076 Real estate taxes . . . . . . . . 59,788 43,128 General and administrative. . . . 31,610 10,175 ---------- -------- Total expenses. . . . . . 546,467 328,471 ---------- -------- Revenue in excess of certain expenses . . . . $ 995,227 $622,521 ========== ======== See accompanying notes. UNIVERSITY SQUARE BUSINESS CENTER Notes to Statements of Revenue and Certain Expenses For the year ended December 31, 1996 and the period from January 1, 1997 to August 26, 1997 (Unaudited) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying statement of revenue and certain expenses relates to the operations of University Square Business Center (the Property), which consists of six one-story multi-tenant office buildings located in Huntsville, Alabama. The Property was acquired on August 26, 1997 by Banyan Strategic Realty Trust (Banyan) from an unrelated third party. The accompanying statement of revenue and certain expenses were prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Form 8-K of Banyan. The statement of revenue and certain expenses is not representative of the actual operations of the Property for the period presented nor indicative of future operations as certain expenses, primarily depreciation, amortization and interest, which may not be comparable to the expenses expected to be incurred by Banyan in future operations of the Property, have been excluded. Revenue Recognition Rental income is recognized as revenue on a straight-line basis over the terms of the operating leases. Use of Estimates The preparation of the statement of revenue and certain expenses in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Unaudited Interim Statement In the opinion of Management, the interim financial statement reflect all adjustments necessary for a fair presentation of the results of the interim period. All adjustments are of a normal, recurring nature. 2. LEASES AND SIGNIFICANT TENANTS The federal government is a significant tenant at the Property and its related rental income accounted for 37% of the total rental income earned for the year ended December 31, 1996. (iii) - Technology Center Statements of Revenue and Certain Expenses TECHNOLOGY CENTER For the period from August 8, 1996 to August 26, 1997 and the period from January 1, 1997 to August 26, 1997 (Unaudited) REPORT OF INDEPENDENT AUDITORS Board of Directors Banyan Strategic Realty Trust We have audited the statement of revenue and certain expenses of Technology Center (the Property) as described in Note 1 for the period from August 8, 1996 to August 26, 1997. The statement of revenue and certain expenses is the responsibility of the Property's management. Our responsibility is to express an opinion on the statement of revenue and certain expenses based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of revenue and certain expenses is free from material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures made in the statement of revenue and certain expenses. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statement of revenue and certain expenses. We believe that our audit provides a reasonable basis for our opinion. The accompanying statement of revenue and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Form 8-K of Banyan Strategic Realty Trust as described in Note 1, and is not intended to be a complete presentation of the Property's revenue and expenses. In our opinion, the statement of revenue and certain expenses referred to above presents fairly, in all material respects, the revenue and certain expenses of the Property, for the period from August 8, 1996 to August 26, 1997, in conformity with generally accepted accounting principles. ERNST & YOUNG LLP October 9, 1997 Chicago, Illinois TECHNOLOGY CENTER Statements of Revenue and Certain Expenses (Unaudited) Period from Period from August 8, 1996 January 1, 1997 to August 26, 1997 to August 26, 1997 ------------------ ---------------- Revenue: Rental income . . . . . . . . . . $536,241 $333,225 -------- -------- Total revenue . . . . . . 536,241 333,225 -------- -------- Certain Expenses: Utilities . . . . . . . . . . . . 61,056 37,941 Landscaping, repairs and general maintenance. . . . . . . . . . . 80,237 49,860 Insurance . . . . . . . . . . . . 5,081 3,157 Administrative. . . . . . . . . . 3,346 2,079 -------- -------- Total expenses. . . . . . 149,720 93,037 -------- -------- Revenue in excess of certain expenses . . . . $386,521 $240,188 ======== ======== See accompanying notes. TECHNOLOGY CENTER Notes to Statements of Revenue and Certain Expenses For the period from August 8, 1996 to August 26, 1997 and the period from January 1, 1997 to August 26, 1997 (Unaudited) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying statement of revenue and certain expenses relates to the operations of Technology Center (the Property), a three story office building located in Huntsville, Alabama. The Property was acquired on August 26, 1997 by Banyan Strategic Realty Trust (Banyan) subject to a ground lease from the Industrial Development Board of the City of Huntsville (see footnote following). The previous owner acquired the Property on August 8, 1996. Accordingly, the statement of revenue and certain expenses has been presented for the period of ownership by the former owner. The accompanying statement of revenue and certain expenses was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission for inclusion in a Form 8-K of Banyan. The statement of revenue and certain expenses is not representative of the actual operations of the Property for the period presented nor indicative of future operations as certain expenses have been excluded. The excluded expenses consist primarily of management fees, interest, depreciation, and amortization, which may not be comparable to the expenses expected to be incurred by Banyan in future operations of the Property. Revenue Recognition Rental income is recognized as revenue on a straight-line basis over the terms of the operating leases. Use of Estimates The preparation of the statement of revenue and certain expenses in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Unaudited Interim Statement In the opinion of Management, the interim financial statement reflect all adjustments necessary for a fair presentation of the results of the interim period. All adjustments are of a normal, recurring nature. 2. GROUND LEASE The Property is subject to a ground lease from the Industrial Development Board of the City of Huntsville. There are no rental payments due under the lease agreement through 2002. Real estate taxes are abated during the term of the lease. The lease provides for a purchase option on January 1, 2003 for $50,000. 3. LEASES AND SIGNIFICANT TENANTS As of August 26, 1997, the Property was 100% leased to two tenants who occupy approximately 65% and 35% of the Property, respectively. BANYAN STRATEGIC REALTY TRUST Pro Forma Consolidated Balance Sheet September 30, 1997 (Unaudited) This unaudited Pro Forma Condensed Consolidated Balance Sheet is presented as if the Trust entered into a Share Purchase Agreement with a group of purchasers (the "Purchasers") relating to Morgens, Waterfall, Vintiadis & Company, Inc., and into the Convertible Term Loan Agreement with the Purchasers on September 30, 1997. This unaudited Pro Forma Condensed Consolidated Balance Sheet is not necessarily indicative of what the actual financial position would have been at September 30, 1997, nor does it purport to represent the future financial position of the Company. BANYAN STRATEGIC REALTY TRUST Pro Forma Consolidated Balance Sheet September 30, 1997 (Unaudited) Pro Forma Historical Adjustments Pro Forma ---------- ----------- ---------- ASSETS Cash and Cash Equivalents . .$ 4,343,253 $ 387,893 (A) $ 4,731,146 Restricted Cash . . . . . . . 1,239,741 1,239,741 Interest Receivable on Investments . . . . . . . . 12,060 12,060 Accounts Receivable . . . . . 1,318,596 1,318,596 ------------ ----------- ------------ 6,913,650 387,893 7,301,543 ------------ ----------- ------------ Investment in Real Estate, at cost: Land. . . . . . . . . . . . 25,733,379 25,733,379 Building. . . . . . . . . .122,627,578 122,627,578 Building Improvements . . . 3,763,611 3,763,611 ------------ ----------- ------------ 152,124,568 -- 152,124,568 Less: Accumulated Depreciation . . . . . . . (5,712,588) (5,712,588) ------------ ----------- ------------ 146,411,980 -- 146,411,980 ------------ ----------- ------------ Deferred Financing Costs, net . . . . . . . . . . . . 920,867 400,000 (B) 1,320,867 Other Assets. . . . . . . . . 2,400,545 (125,000)(C) 2,275,545 ------------ ----------- ------------ Total Assets. . . . . . . . .$156,647,042 $ 662,893 $157,309,935 ============ =========== ============ LIABILITIES AND SHAREHOLDERS' EQUITY LIABILITIES Accounts Payable and Accrued Expenses. . . . . .$ 1,347,987 $ 1,347,987 Accrued Real Estate Taxes . . 1,371,111 1,371,111 Mortgage Loans Payable. . . . 75,403,616 (9,000,000)(D) 66,403,616 Bonds Payable . . . . . . . . 21,960,035 21,960,035 Accrued Interest Payable. . . 316,209 316,209 Unearned Revenue. . . . . . . 260,067 260,067 Security Deposit Liabilities. 705,444 705,444 ------------ ----------- ------------ Total Liabilities . . . . . .101,364,469 (9,000,000) 92,364,469 ------------ ----------- ------------ Minority Interest in Consolidated Partnerships. . 2,414,248 2,414,248 SHAREHOLDERS' EQUITY Shares of Beneficial Interest. . . . . . . . . .109,213,622 9,662,893 (E) 118,876,515 Accumulated Deficit . . . . .(48,979,348) (48,979,348) Treasury Shares at Cost . . . (7,365,949) (7,365,949) ------------ ----------- ------------ Total Shareholders' Equity. . 52,868,325 9,662,893 62,531,218 ------------ ----------- ------------ Total Liabilities and Shareholders' Equity . . . .$156,647,042 $ 662,893 $157,309,935 ============ =========== ============ BANYAN STRATEGIC REALTY TRUST Notes to Pro Forma Consolidated Balance Sheet September 30, 1997 (Unaudited) (A) The pro forma adjustment reflects the net cash received as a result of October 14, 1997 issuance of 2,192,501 shares of beneficial interest, net of issuance costs, costs relating to the Convertible Term Loan, and repayment of debt, as follows: Issuance of 2,192,501 shares at $5.00 per share. . $10,962,505 Issuance costs paid at closing . . . . . . . . . . (1,174,612) Deferred financing costs paid at closing . . . . . (400,000) Repayment of Line of Credit. . . . . . . . . . . . (9,000,000) ----------- Net change in cash . . . . . . . . . . . . . . . . $ 387,893 =========== (B) The pro forma adjustment reflects payment of costs relating to Term Loan. (C) The pro forma adjustment reflects costs relating to the issuance of shares paid prior to September 30, 1997. (See Adjustment E). (D) The pro forma adjustment reflects repayment of debt with the proceeds from the issuance of shares. (E) The pro forma adjustment reflects issuance of 2,192,501 shares of beneficial interest at $5.00 per share, net of costs relating to this transaction, as follows: Issuance of 2,192,501 shares at $5.00 per share. . $10,962,505 Issuance costs paid at closing . . . . . . . . . . (1,174,612) Issuance costs paid before September 30, 1997. . . (125,000) ----------- Net change in Shareholders' Equity . . . . . . . . $ 9,662,893 =========== BANYAN STRATEGIC REALTY TRUST Pro Forma Condensed Consolidated Statements of Operations For the Nine Months Ended September 30, 1997 and For the Year Ended December 31, 1996 (Unaudited) These unaudited Pro Forma Condensed Consolidated Statements of Operations are presented as if (i) the Trust entered into a Share Purchase Agreement and the Term Loan Agreement and repaid $9 million of debt on January 1, 1997 and 1996; (ii) the Trust acquired all of the acquisition properties on January 1, 1997 and 1996; and (iii) the Trust disposed of the disposition properties and the Mortgage Note Receivable at the beginning of each period presented. These unaudited Pro Forma Condensed Consolidated Statements of Operations are not necessarily indicative of what the actual results of operations would have been for the nine months ended September 30, 1997 and for the year ended December 31, 1996 assuming the issuance of shares and repayment of debt with the proceeds, entering into term loan agreement and incurring financing costs, purchase of acquisition properties, and sale of disposition properties and mortgage note receivable had been consummated at the beginning of each period presented, nor does it purport to represent the future operations of the Company. BANYAN STRATEGIC REALTY TRUST Pro Forma Condensed Consolidated Statement of Operations For the Nine Months Ended September 30, 1997 (Unaudited) Acquisi- Disposi- Pro Forma Historical tions (A) tions (B) Adjustments Pro Forma ----------- ---------- ---------- ----------- ---------- Revenue Rental Income . . . . . . . . . . . $17,986,266 $ 3,947,026 $(1,241,769) -- 20,691,523 Operating Cost Reimbursement. . . . 1,814,751 30,150 -- -- 1,844,901 Miscellaneous Tenant Income . . . . 617,686 161,222 (169,662) -- 609,246 Income on Investments . . . . . . . 96,855 -- -- -- 96,855 ----------- ----------- ----------- ----------- ----------- Total Revenue . . . . . . . . . . . . 20,515,558 4,138,398 (1,411,431) -- 23,242,525 ----------- ----------- ----------- ----------- ----------- Expenses Property Operating Expenses . . . . 7,878,865 1,621,925 (1,162,514) 20,063(C) 8,358,339 Interest Expenses . . . . . . . . . 4,649,172 404,201 (296,845) 359,727(D) 5,116,255 Depreciation and Amortization . . . 2,501,022 -- (222,712) 448,794(E) 2,727,104 General and Administrative. . . . . 3,030,990 -- -- -- 3,030,990 Amortization of Deferred Loan Fees and Financing Costs . . . . . . . 526,737 -- (54,233) 77,974(E) 550,478 ----------- ----------- ----------- ----------- ----------- Total Expenses. . . . . . . . . . . . 18,586,786 2,026,126 (1,736,304) 906,558 19,783,166 ----------- ----------- ----------- ----------- ----------- Income Before Minority Interest, Income from Operations of Real Estate Venture and nonrecurring gains. . . . . . . . . . . . . . . . 1,928,772 2,112,272 324,873 (906,558) 3,459,359 Minority Interest in Consolidated Partnerships . . . . . . . . . . . . (463,373) -- 19,533 -- (443,840) Income from Operations of Real Estate Venture . . . . . . . . . . . 37,126 -- (37,126) -- -- Gain on Disposition of Investment in Real Estate, Disposition of Investment in Real Estate Venture and Disposition of Partnership Interest . . . . . . . . . . . . . . 1,075,646 -- (1,075,646) -- -- ----------- ----------- ----------- ----------- ----------- Net Income. . . . . . . . . . . . . . $ 2,578,171 $ 2,112,272 $ (768,366) $ (906,558) $ 3,015,519 =========== =========== =========== =========== =========== Net Income Per Share. . . . . . . . . $ 0.24 $ 0.23 =========== =========== Weighted Average Number of Shares Outstanding. . . . . . . . . 10,555,616 13,210,261 =========== =========== BANYAN STRATEGIC REALTY TRUST Pro Forma Condensed Consolidated Statement of Operations For the Nine Months Ended September 30, 1997 (Unaudited) (A) These adjustments relate to certain properties acquired subsequent to December 31, 1996 to include these Properties' operations for the period of time from January 1, 1997 through the respective dates of acquisition. (B) The Dispositions column reflects the historical revenues and expenses of certain properties and interest on Mortgage Notes that were sold prior to September 30, 1997. (C) The pro forma adjustment reflects new management fees and insurance expense. (D) The pro forma adjustment reflects increase in interest expense relating to acquired properties, net of decrease due to repayment of debt from sales proceeds and issuance of shares. (E) Pro forma adjustment reflects depreciation for the acquisition properties, and amortization of additional loan costs relating to debt for acquisition properties and costs relating to Convertible Term Loan.
BANYAN STRATEGIC REALTY TRUST Pro Forma Condensed Consolidated Statement of Operations For the Year Ended December 31, 1996 (Unaudited) 1996 1997 Acquisi- Acquisi- Disposi- Pro Forma Historical tions (A) tions (B) tions (C) Adjustments Pro Forma ----------- ---------- ---------- ---------- ----------- ---------- Revenue Rental Income. . . . . . . . $18,606,996 $ 1,102,987 $ 9,984,438 (3,234,755) -- 26,459,666 Operating Cost Reimbursement . . . . . . . 1,936,392 121,102 194,735 -- -- 2,252,229 Miscellaneous Tenant Income. . . . . . . . . . . 259,844 2,479 504,738 (163,008) -- 604,053 Interest and Amortized Discount on Mortgage Loans . . . . . . . . . . . 441,725 -- -- (441,725) -- -- Income on Investments. . . . 159,361 -- -- -- -- 159,361 ----------- ----------- ----------- ----------- ----------- ----------- Total Revenue . . . . . . . . 21,404,318 1,226,568 10,683,911 (3,839,488) -- 29,475,309 ----------- ----------- ----------- ----------- ----------- ----------- Expenses Property Operating Expenses . . . . . . . . . 9,293,981 158,913 4,539,437 (2,754,600) (124,580)(D) 11,113,151 Interest Expense . . . . . . 4,011,218 206,532 1,235,130 (926,303) 2,295,097 (E) 6,821,674 Depreciation and Amortization. . . . . . . . 2,453,059 -- -- (526,061) 1,192,647 (F) 3,119,645 General and Administrative . 3,125,509 -- -- -- -- 3,125,509 Amortization of Deferred Loan Fees and Financing Costs . . . . . . . . . . . 511,757 -- -- (59,313) 117,139 (F) 569,583 Recovery of Losses on Loans, Notes and Interest Receivable. . . . . . . . . (16,569) -- -- -- -- (16,569) ----------- ----------- ----------- ----------- ----------- ----------- Total Expenses. . . . . . . . 19,378,955 365,445 5,774,567 (4,266,277) 3,480,303 24,732,993 ----------- ----------- ----------- ----------- ----------- ----------- BANYAN STRATEGIC REALTY TRUST Pro Forma Condensed Consolidated Statement of Operations - Continued For the Year Ended December 31, 1996 (Unaudited) 1996 1997 Acquisi- Acquisi- Disposi- Pro Forma Historical tions (A) tions (B) tions (C) Adjustments Pro Forma ----------- ---------- ---------- ---------- ----------- ---------- Income Before Minority Interest and Income (Loss) From Operations of Real Estate Venture . . . . . . . 2,025,363 861,123 4,909,344 426,789 (3,480,303) 4,742,316 Minority Interest in Consolidated Partnerships. . (481,411) -- -- 359 -- (481,052) Income (Loss) from Operations of Real Estate Venture . . . (3,301,212) -- -- 3,301,212 -- -- ----------- ----------- ----------- ----------- ----------- ----------- Net Income (Loss) . . . . . . $(1,757,260) $ 861,123 $ 4,909,344 $ 3,728,360 $(3,480,303) $ 4,261,264 =========== =========== =========== =========== =========== =========== Net Income (Loss) Per Share . . . . . . . . . $ (0.17) $ 0.32 =========== =========== Weighted Average Number of Shares Outstanding . . . 10,478,410 13,210,261 =========== =========== (A) These adjustments relate to certain properties acquired subsequent to December 31, 1995 to include these Properties' operations for the period of time from January 1, 1996 through the respective dates of acquisition. (B) The 1997 Acquisitions column reflects the 1996 historical revenues and operating expenses of properties acquired after December 31, 1996. (C) The Dispositions column reflects the historical revenues and expenses of certain properties and interest on Mortgage Notes that were sold prior to September 30, 1997. (D) The pro forma adjustment reflects new management fees and insurance expense. (E) The pro forma adjustment reflects increase in interest expense relating to acquired properties, net of decrease due to repayment of debt from sales proceeds and issuance of shares. (F) Pro forma adjustment reflects depreciation for 1996 and 1997 acquisition properties, and amortization of additional loan costs relating to debt for acquisition properties and costs relating to Convertible Term Loan.
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