-----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, FI06p+aRrpfSIABsUlsgnEgbHsD8XoK8YjsqL411y7nERwwEp7YXP7CNd4WXipEb WZuMavuXl0m5WnTVInlB8w== 0000083402-07-000069.txt : 20070807 0000083402-07-000069.hdr.sgml : 20070807 20070806214520 ACCESSION NUMBER: 0000083402-07-000069 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070630 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070807 DATE AS OF CHANGE: 20070806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESOURCE AMERICA INC CENTRAL INDEX KEY: 0000083402 STANDARD INDUSTRIAL CLASSIFICATION: INVESTORS, NEC [6799] IRS NUMBER: 720654145 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04408 FILM NUMBER: 071029484 BUSINESS ADDRESS: STREET 1: ONE CRESCENT DRIVE, SUITE 203 STREET 2: NAVY YARD CORPORATE CENTER CITY: PHILADELPHIA STATE: PA ZIP: 19112 BUSINESS PHONE: 215-546-5005 MAIL ADDRESS: STREET 1: ONE CRESCENT DRIVE, SUITE 203 STREET 2: NAVY YARD CORPORATE CENTER CITY: PHILADELPHIA STATE: PA ZIP: 19112 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCE AMERICA LLC DATE OF NAME CHANGE: 20060928 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCE AMERICA INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCE EXPLORATION INC DATE OF NAME CHANGE: 19890214 8-K 1 raiform8kearnings063007.htm RAI FORM 8K EARNINGS 063007 raiform8kearnings063007.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K
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 6, 2007
Resource America, Inc.
(Exact name of registrant as specified in its chapter)

 
 
 
 
 
Delaware
 
0-4408
 
72-0654145
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)
 
 
 
 
 
 
 
 
 
 
One Crescent Drive, Suite 203,
Navy Yard Corporate Center
Philadelphia, PA        
 
 
 
19112
(Address of principal executive offices)
 
 
 
(Zip Code)

Registrant's telephone number, including area code: 215-546-5005 
(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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-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 August 6, 2007, Resource America, Inc. issued an earnings release announcing its financial results for the third fiscal quarter ended June 30, 2007.  A copy of the earnings release is included as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01   Financial Statements and Exhibits
       (c)  Exhibits
            99.1    Press Release dated August 6, 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, thereunto duly authorized.

     
  Resource America, Inc.
 
 
 
 
 
 
Date: August 7, 2007 By:   /s/ Steven J. Kessler
 
Steven J. Kessler
  Executive Vice President and Chief Financial Officer 
 
EX-99.1 2 raiearningspr063007.htm RAI EARNINGS PR 063007 raiearningspr063007.htm
 


 
 
FOR IMMEDIATE RELEASE

CONTACT:           STEVEN KESSLER
CHIEF FINANCIAL OFFICER
RESOURCE AMERICA, INC.
ONE CRESCENT DRIVE, SUITE 203
PHILADELPHIA, PA 19112
215/546-5005, 215/546-4785 (fax)
 
 
 

 
RESOURCE AMERICA, INC.
REPORTS OPERATING RESULTS
FOR THE THIRD FISCAL QUARTER ENDED JUNE 30, 2007
 
Philadelphia, PA, August 6, 2007 - Resource America, Inc. (Nasdaq: REXI) (the "Company") reported income from continuing operations of $6.0 million and $15.8 million for the third fiscal quarter and nine months ended June 30, 2007, respectively, as compared to $3.1 million and $13.4 million for the third fiscal quarter and nine months ended June 30, 2006, respectively, an increase of $2.8 million (91%) and $2.4 million (18%), respectively.  Income from continuing operations per common share-diluted was $0.31 and $0.83 per common share for the third fiscal quarter and nine months ended June 30, 2007, respectively, as compared to income from continuing operations per common share-diluted of $0.16 and $0.70 per common share for the third fiscal quarter and nine months ended June 30, 2006, respectively, an increase of $0.15 (94%) and $0.13 (19%), respectively.

The Company’s discontinued operations for the three months ended June 30, 2007 was negatively impacted primarily by $1.9 million of interest expense on the Company’s 2005 and 2004 IRS tax assessments related to its legacy loan portfolio and a $374,000 write down taken on a held for sale property, net of a tax benefit of $811,000.

Net income was $4.5 million, or $0.24 per common share-diluted, and $14.3 million, or $0.75 per common share-diluted, for the third fiscal quarter and nine months ended June 30, 2007, respectively, as compared to  net income of $3.0 million, or $0.16 per common share-diluted and $15.8 million, or $0.82 per common share-diluted, for the third fiscal quarter and nine months ended June 30, 2006, respectively.

Assets under management increased to $16.8 billion at June 30, 2007 from $10.5 billion at June 30, 2006, an increase of $6.3 billion (60%).

The following table details the Company’s assets under management by operating segment:

 
At June 30,
 
2007
2006
Financial fund management
$14.2 billion  
$9.2 billion
Real estate
1.5 billion
0.7 billion
Commercial finance
1.1 billion
0.6 billion
 
$16.8 billion
$10.5 billion 



Operating income as adjusted, before depreciation and amortization, was $20.1 million and $45.8 million for the third fiscal quarter and nine months ended June 30, 2007, as compared to $5.7 million and $21.5 million for the third fiscal quarter and nine months ended June 30, 2006, an increase of $14.3 million and $24.3 million, respectively. The following reconciles operating income as adjusted to operating income (in thousands):

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2007
   
2006
   
2007
   
2006
 
Operating income
  $
19,344
    $
5,056
    $
43,618
    $
19,158
 
Plus:
                               
Depreciation and amortization
   
728
     
681
     
2,156
     
2,355
 
Operating income as adjusted
  $
20,072
    $
5,737
    $
45,774
    $
21,513
 

Management of the Company believes that operating income as adjusted provides additional information with respect to the Company’s ability to meet its debt service, capital expenditures and working capital requirements.  This measure is similar to earnings before interest, taxes, depreciation and amortization, or EBITDA, a commonly used measure of a business’ ability to generate cash flow without consideration of its financing structure.  EBITDA is widely used by commercial banks, investment bankers, rating agencies and investors in evaluating performance relative to peers and pre-set performance standards.  Neither adjusted operating income nor EBITDA are measures of financial performance under generally accepted accounting principles, or GAAP, and, accordingly, should not be considered as a substitute for net income or cash flows from operating activities prepared in accordance with GAAP.

Resource America, Inc. is a specialized asset management company that uses industry specific expertise to generate and administer investment opportunities for its own account and for outside investors in the financial fund management, real estate and commercial finance sectors.

A description of how the Company calculates assets under management is set forth in Item 1 of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2006.

For more information, please visit our website at www.resourceamerica.com or contact investor relations at pschreiber@resourceamerica.com.




Highlights for the Third Fiscal Quarter Ended June 30, 2007 and Recent Developments
 
®  
The Company entered into a new 5-year $75.0 million loan and security agreement with Commerce Bank, N.A., and U.S. Bank, N.A.  This facility replaces the $25.0 million revolving credit facility the Company previously had with Commerce Bank.
 
®  
On July 27, 2007, the Board of Directors of the Company announced a new share repurchase plan for up to $50.0 million of its outstanding shares.
 
®  
The Company established a new division that will seek to sponsor investment vehicles that will make majority private equity investments in banks.  This division will augment the Company’s existing private equity programs that have raised $62.1 million to invest in banks.  The Company hired Kent Carstater to lead the new effort.  Mr. Carstater was formerly a principal in the investment banking group at Keefe, Bruyette & Woods, an investment bank specializing in the financial services sector.
 
®  
Resource Capital Corp. (“RCC”), a real estate investment trust (“REIT”) managed by the Company and in which the Company owns approximately 1.9 million common shares, declared a cash dividend of $0.41 per common share for the quarter ended June 30, 2007.
 
®  
In June 2007, LEAF Financial Corporation (“LEAF”), the Company’s commercial finance asset manager, along with its investment partnerships, acquired substantially all of the assets of the leasing division of Pacific Capital Bank, N.A., for approximately $282.2 million, including acquisition costs.  LEAF's investment partnerships acquired $269.5 million of leases and notes of which $201.7 million were acquired during the quarter ended June 30, 2007.  LEAF will retain the lease origination and management platform as well as an experienced small ticket leasing team including senior management, originations, and operations personnel that will continue to operate in California and is expected to add in excess of $100.0 million in annual lease and note origination capability.
 
®  
LEAF increased its assets under management to $1.1 billion at June 30, 2007, an increase of $520.0 million (95%) from June 30, 2006.  LEAF increased its commercial finance originations to $396.9 million for the third fiscal quarter ended June 30, 2007, an increase of $279.2 million (237%) from the third fiscal quarter ended June 30, 2006.
 
®  
The Company’s financial fund management operating segment increased its assets under management at June 30, 2007 to $14.2 billion, an increase of $5.0 billion (54%) from June 30, 2006.
 
®  
Resource Real Estate Holdings, Inc. (“RRE”), the Company’s real estate asset manager that invests in and manages real estate investment vehicles for itself and for outside investors and operates the Company’s commercial real estate debt platform, increased its assets under management to $1.5 billion at June 30, 2007, an increase of $0.8 billion (112%) from June 30, 2006.
 
®  
LEAF had three bank facilities as of June 30, 2007 with an aggregate outstanding balance of $281.0 million.  As of August 3, 2007, these three facilities had an aggregate outstanding balance of $190.6 million.  These facilities are non-recourse to the Company and are secured by the leases and notes financed thereunder, which assets had a value of $313.9 million as of June 30, 2007 and $208.5 million as of August 3, 2007. LEAF uses these bank facilities to finance leases and notes that it subsequently sells to investment partnerships that LEAF sponsors and manages.
 
®  
The Company’s bank loan business had two outstanding warehouse facilities as of June 30, 2007, with an aggregate outstanding balance of $414.2 million ($264.5 million as of August 3, 2007). The Company shares the risk of first loss on these facilities with the financial institutions that sponsor them, but the Company’s maximum exposure under these facilities is $14.1 million after taxes, of which $9.0 million in restricted cash has been deposited in escrow.  The Company is currently marketing Apidos VI which will, upon its pricing which is anticipated to take place in September 2007, acquire the majority of the loans financed by these facilities.




Statements made in this release include forward-looking statements, which involve substantial risks and uncertainties.  The Company’s actual results, performance or achievements could differ materially from those expressed or implied in this release.  For information pertaining to risks relating to these forward-looking statements, reference is made to the section “Risk Factors” contained in Item 1A of the Company’s Annual Report on Form 10-K.

The remainder of this release contains the Company’s unaudited consolidated balance sheets, consolidated statements of income, consolidated statements of cash flows and a reconciliation of net cash used in operating activities of continuing operations to net cash provided by operating activities of continuing operations as adjusted.


RESOURCE AMERICA, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

   
June 30,
2007
   
September 30, 2006
 
   
(unaudited)
       
ASSETS
           
Cash
  $
17,169
    $
37,622
 
Restricted cash
   
15,906
     
8,103
 
Receivables
   
15,671
     
2,312
 
Receivables from managed entities
   
22,579
     
8,795
 
Investments in commercial finance
   
313,900
     
108,850
 
Loans held for investment
   
414,290
     
69,314
 
Investments in real estate
   
47,097
     
50,104
 
Investment securities available-for-sale
   
67,487
     
64,857
 
Investments in unconsolidated entities
   
35,039
     
26,626
 
Property and equipment, net
   
11,725
     
9,525
 
Deferred income taxes
   
18,577
     
6,408
 
Goodwill
   
12,692
     
 
Other assets
   
27,599
     
24,237
 
Total assets
  $
1,019,731
    $
416,753
 
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Accounts payable, accrued expenses and other liabilities
  $
59,142
    $
29,526
 
Payables to managed entities
   
950
     
1,579
 
Borrowings
   
748,631
     
172,238
 
Deferred income tax liabilities
   
3,246
     
10,746
 
Minority interests
   
8,750
     
9,602
 
Total liabilities
   
820,719
     
223,691
 
                 
Commitments and contingencies
   
     
 
                 
Stockholders’ equity:
               
Preferred stock, $1.00 par value, 1,000,000 shares authorized;
none outstanding
   
-
     
-
 
Common stock, $.01 par value, 49,000,000 shares authorized; 26,702,748
and 26,401,708 shares issued, respectively
   
267
     
264
 
Additional paid-in capital
   
264,461
     
259,882
 
Retained earnings
   
36,268
     
25,464
 
Treasury stock, at cost; 9,207,618 and 9,110,290 shares, respectively
    (99,522 )     (96,960 )
ESOP loan receivable
    (446 )     (465 )
Accumulated other comprehensive (loss) income
    (2,016 )    
4,877
 
Total stockholders’ equity
   
199,012
     
193,062
 
    $
1,019,731
    $
416,753
 



RESOURCE AMERICA, INC.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2007
   
2006
   
2007
   
2006
 
REVENUES
                       
Financial fund management
  $
19,094
    $
7,376
    $
47,511
    $
20,669
 
Real estate
   
7,008
     
4,500
     
18,580
     
18,360
 
Commercial finance
   
12,808
     
5,885
     
28,461
     
16,483
 
     
38,910
     
17,761
     
94,552
     
55,512
 
COSTS AND EXPENSES
                               
Financial fund management
   
5,925
     
2,700
     
15,878
     
7,764
 
Real estate
   
3,971
     
3,286
     
10,179
     
8,265
 
Commercial finance
   
5,416
     
3,911
     
13,607
     
10,382
 
General and administrative
   
3,526
     
2,127
     
9,114
     
7,588
 
Depreciation and amortization
   
728
     
681
     
2,156
     
2,355
 
     
19,566
     
12,705
     
50,934
     
36,354
 
OPERATING INCOME
   
19,344
     
5,056
     
43,618
     
19,158
 
                                 
OTHER INCOME (EXPENSE)
                               
Interest expense
    (10,176 )     (1,894 )     (22,461 )     (5,559 )
Minority interests
    (980 )     (465 )     (2,255 )     (1,236 )
Other income, net
   
2,079
     
809
     
6,418
     
3,644
 
      (9,077 )     (1,550 )     (18,298 )     (3,151 )
Income from continuing operations before income taxes
and cumulative effect of a change in accounting
principle
   
10,267
     
3,506
     
25,320
     
16,007
 
Provision for income taxes
   
4,312
     
393
     
9,477
     
2,579
 
Income from continuing operations before cumulative
effect of a change in accounting principle
   
5,955
     
3,113
     
15,843
     
13,428
 
(Loss) income from discontinued operations, net of tax
    (1,450 )     (113 )     (1,506 )    
977
 
Cumulative effect of a change in accounting principle,
net of tax
   
     
     
     
1,357
 
NET INCOME
  $
4,505
    $
3,000
    $
14,337
    $
15,762
 
                                 
Basic earnings per common share:
                               
Continuing operations
  $
0.34
    $
0.18
    $
0.91
    $
0.76
 
Discontinued operations
    (0.08 )     (0.01 )     (0.09 )    
0.05
 
Cumulative effect of accounting change
   
     
     
     
0.08
 
Net income
  $
0.26
    $
0.17
    $
0.82
    $
0.89
 
Weighted average shares outstanding
   
17,569
     
17,536
     
17,463
     
17,727
 
                                 
Diluted earnings per common share:
                               
Continuing operations
  $
0.31
    $
0.16
    $
0.83
    $
0.70
 
Discontinued operations
    (0.07 )    
      (0.08 )    
0.05
 
Cumulative effect of accounting change
   
     
     
     
0.07
 
Net income
  $
0.24
    $
0.16
    $
0.75
    $
0.82
 
Weighted average shares outstanding
   
19,210
     
19,107
     
19,215
     
19,191
 
                                 
Dividends declared per common share
  $
0.07
    $
0.06
    $
0.20
    $
0.18
 



RESOURCE AMERICA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

   
Nine Months Ended
June 30,
 
   
2007
   
2006
 
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net income
  $
14,337
    $
15,762
 
Adjustments to reconcile net income to net cash used in
operating activities:
               
Cumulative effect of a change in accounting principle, net of tax
   
      (1,357 )
Depreciation and amortization
   
2,712
     
2,355
 
Discount on receivables from managed entities
   
344
     
 
Equity in earnings of unconsolidated entities
    (11,637 )     (6,497 )
Minority interests
   
2,255
     
1,236
 
Distributions from unconsolidated entities
   
12,995
     
9,824
 
Loss (income) from discontinued operations
   
1,506
      (977 )
Gain on sale of assets
    (6,783 )     (6,971 )
Deferred income tax (benefit) provision
    (6,884 )    
1,981
 
Non-cash compensation on long-term incentive plans
   
1,983
     
1,346
 
Non-cash compensation issued
   
1,630
     
1,614
 
Non-cash compensation received
    (1,550 )     (1,259 )
Increase in commercial finance investments
    (137,620 )     (49,444 )
Changes in operating assets and liabilities
    (1,734 )     (15,999 )
Net cash used in operating activities of continuing operations
    (128,446 )     (48,386 )
CASH FLOWS FROM INVESTING ACTIVITIES:
               
Capital expenditures
    (3,406 )     (3,674 )
Payments received on real estate loans and real estate
   
15,703
     
30,623
 
Investments in real estate
    (16,245 )     (32,531 )
Purchase of investments
    (19,821 )     (34,380 )
Proceeds from sale of investments
   
6,158
     
5,415
 
Increase in restricted cash
    (7,166 )    
 
Net cash paid for acquisition
    (20,708 )    
 
Increase in other assets
    (3,423 )     (1,676 )
Net cash used in investing activities of continuing operations
    (48,908 )     (36,223 )
CASH FLOWS FROM FINANCING ACTIVITIES:
               
Increase in borrowings
   
559,278
     
397,187
 
Principal payments on borrowings
    (395,169 )     (336,925 )
Dividends paid
    (3,533 )     (3,206 )
Distributions paid to minority interest holders
    (2,040 )     (1,274 )
Proceeds from issuance of stock
   
927
     
125
 
Purchase of treasury stock
    (2,777 )     (13,458 )
Tax benefit from the exercise of stock options
   
1,887
     
 
Net cash provided by financing activities of continuing operations
   
158,573
     
42,449
 
CASH FLOWS FROM DISCONTINUED OPERATIONS:
               
Operating activities
    (527 )    
13
 
Investing activities
   
     
39,842
 
Financing activities
    (1,145 )    
 
Net cash (used in) provided by discontinued operations
    (1,672 )    
39,855
 
Net cash retained by entities previously consolidated
   
      (3,825 )
Decrease in cash
    (20,453 )     (6,130 )
Cash at beginning of period
   
37,622
     
30,353
 
Cash at end of period
  $
17,169
    $
24,223
 



Reconciliation of Net Cash Used In Operating Activities of Continuing Operations to Net Cash Provided By Operating Activities of Continuing Operations, As Adjusted

Net cash provided by operating activities of continuing operations as adjusted was $21.6 million for the nine months ended June 30, 2007 as compared to $21.1 million for the nine months ended June 30, 2006.  The following reconciles net cash provided by operating activities of continuing operations as adjusted to net cash used in operating activities of continuing operations (in thousands):

   
Nine Months Ended
 
   
June 30,
 
   
2007
   
2006
 
Net cash used in operating activities of continuing operations                                                                                                      
  $ (128,446 )   $ (48,386 )
                 
Adjustments:
               
Increase in commercial finance investments                                                                                                   
   
137,620
     
49,444
 
Changes in operating assets and liabilities                                                                                                   
   
1,734
     
15,999
 
Proceeds from sale of a partial partnership interest and other investments
   
10,647
     
4,000
 
Net cash provided by operating activities of continuing operations, as adjusted
  $
21,555
    $
21,057
 
 
 
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