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) |
(d) | The exhibit furnished as part of this report is identified in the Exhibit Index immediately following the signature page of this report. Such Exhibit Index is incorporated herein by this reference. |
Resource America, Inc. | ||||
Date: | May 7, 2015 | By: | /s/ Thomas C. Elliott | |
Thomas C. Elliott | ||||
Senior Vice President and Chief Financial Officer |
Exhibit No. | Description | |||
Ex 99.1 | Press Release |
CONTACT: | THOMAS C. ELLIOTT | |
CHIEF FINANCIAL OFFICER | ||
RESOURCE AMERICA, INC. | ||
ONE CRESCENT DRIVE, SUITE 203 | ||
PHILADELPHIA, PA 19112 | ||
(215) 546-5005; (215) 640-6357 (fax) |
Ø | Gross real estate assets under management increased 36% to $3.6 billion |
Ø | Gross financial fund management assets under management increased 12% to $16.3 billion |
Ø | Net assets under management increased 20% to $10.0 billion |
March 31, | |||||||
2015 | 2014 | ||||||
Financial fund management | $ | 16.3 | $ | 14.6 | |||
Real estate | 3.6 | 2.6 | |||||
Commercial finance | 0.7 | 0.6 | |||||
$ | 20.6 | $ | 17.8 | ||||
Net assets under management (1) | $ | 10.0 | $ | 8.3 |
(1) | Net assets under management represents the proportionate share of assets managed by the Company after reflecting joint venture arrangements. |
• | Increased total assets to $1.0 billion at March 31, 2015, an increase of $200.3 million, or 25%, from $814.3 million at March 31, 2014. |
• | Acquired $73.3 million of assets, placed or assumed financing of $39.2 million and disposed of $68.8 million of multifamily assets during the three months ended March 31, 2015. |
• | Raised a record $91.0 million during the three months ended March 31, 2015 and a total of $178.6 million since inception. |
• | Acquired $36.5 million of assets during the three months ended March 31, 2015. |
• | Originated $156.8 million in new commercial real estate loans during the three months ended March 31, 2015. |
• | In January 2015, completed a $100.0 million public offering of its 8.00% convertible senior notes due 2020. |
• | In February 2015, completed a $346.2 million commercial real estate securitization that issued $282.1 million of floating-rate notes at a weighted average coupon of LIBOR plus 1.90%. |
• | The Company's real estate operating segment increased its gross assets under management at March 31, 2015 to $3.6 billion, an increase of $948.0 million, or 36%, from March 31, 2014. |
• | Real estate revenues increased 28% to $17.0 million, for the three months ended March 31, 2015 as compared to $13.3 million for the prior year period. |
• | Resource Real Estate Management, Inc., the Company's property management subsidiary, increased the apartment units it manages to 18,937 units as of March 31, 2015 from 18,509 units as of March 31, 2014. |
• | The Company's financial fund management operating segment increased its gross assets under management at March 31, 2015 to $16.3 billion, an increase of $1.7 billion, or 12%, from March 31, 2014. |
• | The Company repurchased 233,038 of its shares during the first quarter ended March 31, 2015 at an average price of $9.04 per share. |
• | The Company's Board of Directors authorized a cash dividend of $0.06 per share on the Company’s common stock which was paid on April 30, 2015 to holders of record as of the close of business on April 16, 2015. |
• | RSO's Board of Directors declared a cash dividend of $0.16 per common share for its three months ended March 31, 2015. |
March 31, 2015 | December 31, 2014 | ||||||
(unaudited) | |||||||
ASSETS | |||||||
Cash | $ | 24,909 | $ | 27,542 | |||
Restricted cash | 798 | 725 | |||||
Receivables | 714 | 636 | |||||
Loans and receivables from managed entities and related parties, net | 26,787 | 30,303 | |||||
Investments in real estate, net | 16,833 | 17,097 | |||||
Investment securities, at fair value | 9,785 | 9,540 | |||||
Investments in unconsolidated loan manager | 40,292 | 39,655 | |||||
Investments in unconsolidated entities | 13,105 | 13,089 | |||||
Assets of consolidated variable interest entity ("VIE")-RSO: | |||||||
Cash and cash equivalents (including restricted cash) | 244,129 | 202,043 | |||||
Investments, at fair value | 313,840 | 296,506 | |||||
Loans | 2,209,175 | 2,038,435 | |||||
Investments in real estate and unconsolidated entities | 55,668 | 60,007 | |||||
Other assets | 109,834 | 131,481 | |||||
Total assets of consolidated VIE-RSO | 2,932,646 | 2,728,472 | |||||
Property and equipment, net | 5,739 | 5,063 | |||||
Deferred tax assets, net | 22,015 | 23,304 | |||||
Other assets | 8,684 | 5,416 | |||||
Total assets | $ | 3,102,307 | $ | 2,900,842 | |||
LIABILITIES AND EQUITY | |||||||
Liabilities: | |||||||
Accrued expenses and other liabilities | $ | 21,631 | $ | 22,279 | |||
Payables to managed entities and related parties | 2,165 | 3,015 | |||||
Borrowings | 21,174 | 20,412 | |||||
Liabilities of consolidated VIE-RSO: | |||||||
Borrowings | 1,924,932 | 1,717,132 | |||||
Other liabilities | 57,207 | 57,561 | |||||
Total liabilities of consolidated VIE-RSO | 1,982,139 | 1,774,693 | |||||
Total liabilities | 2,027,109 | 1,820,399 | |||||
Commitments and contingencies | |||||||
Equity: | |||||||
Preferred stock, $1.00 par value, 1,000,000 shares authorized; none outstanding | — | — | |||||
Common stock, $.01 par value, 49,000,000 shares authorized; 34,975,726 and 34,489,568 shares issued (including nonvested restricted stock of 1,165,119 and 833,082), respectively | 338 | 335 | |||||
Additional paid-in capital | 308,877 | 308,134 | |||||
Accumulated deficit | (24,632 | ) | (23,663 | ) | |||
Treasury stock, at cost; 12,001,772 and 11,764,417 shares, respectively | (122,305 | ) | (120,182 | ) | |||
Accumulated other comprehensive loss | (1,139 | ) | (1,030 | ) | |||
Total stockholders’ equity | 161,139 | 163,594 | |||||
Noncontrolling interests | 313 | 306 | |||||
Noncontrolling interests attributable to consolidated VIE-RSO | 913,746 | 916,543 | |||||
Total equity | 1,075,198 | 1,080,443 | |||||
Total liabilities and equity | $ | 3,102,307 | $ | 2,900,842 |
Three Months Ended | |||||||
March 31, | |||||||
2015 | 2014 | ||||||
REVENUES: | |||||||
Real estate (includes revenues of $2,752 and $2,683 related to RSO) | $ | 16,966 | $ | 13,275 | |||
Financial fund management (includes revenues of $1,437 and $207 related to RSO) | 5,137 | 7,075 | |||||
Commercial finance (includes no revenues related to RSO) | (2 | ) | (99 | ) | |||
22,101 | 20,251 | ||||||
Revenues from consolidated VIE-RSO | 24,361 | 25,245 | |||||
Elimination of consolidated VIE-RSO revenues attributed to operating segments | (4,273 | ) | (2,880 | ) | |||
Total revenues | 42,189 | 42,616 | |||||
COSTS AND EXPENSES: | |||||||
Real estate | 11,499 | 8,875 | |||||
Financial fund management | 2,990 | 4,389 | |||||
Commercial finance | 579 | 103 | |||||
General and administrative | 3,297 | 3,154 | |||||
Provision for credit losses | 402 | 1,208 | |||||
Depreciation and amortization | 457 | 451 | |||||
19,224 | 18,180 | ||||||
Expenses from consolidated VIE-RSO | 21,060 | 11,285 | |||||
Elimination of consolidated VIE-RSO expenses attributed to operating segments | (3,368 | ) | (2,819 | ) | |||
Total expenses | 36,916 | 26,646 | |||||
OPERATING INCOME | 5,273 | 15,970 | |||||
OTHER INCOME (EXPENSE): | |||||||
Interest expense | (421 | ) | (483 | ) | |||
Other income, net | (164 | ) | 165 | ||||
(585 | ) | (318 | ) | ||||
Other income, net, from consolidated VIE-RSO | 16,516 | 3,516 | |||||
Elimination of consolidated VIE-RSO other income, net attributed to operating segments | 11 | 18 | |||||
15,942 | 3,216 | ||||||
Income from continuing operations before taxes | 21,215 | 19,186 | |||||
Income tax provision | 1,244 | 1,069 | |||||
Income tax provision-RSO | 1,847 | 16 | |||||
Net income | 18,124 | 18,101 | |||||
Net loss attributable to noncontrolling interests | 8 | 40 | |||||
Net income attributable to noncontrolling interests of consolidated VIE-RSO | (17,795 | ) | (17,151 | ) | |||
Net income attributable to common shareholders | $ | 337 | $ | 990 | |||
Basic earnings per share: | |||||||
Net income | $ | 0.01 | $ | 0.05 | |||
Weighted average shares outstanding | 22,965 | 20,252 | |||||
Diluted earnings per share: | |||||||
Net income | $ | 0.01 | $ | 0.04 | |||
Weighted average shares outstanding | 23,239 | 22,027 |
RAI | RSO | Eliminations | Consolidated | ||||||||||||
REVENUES: | |||||||||||||||
Real estate | $ | 16,966 | $ | — | $ | — | $ | 16,966 | |||||||
Financial fund management | 5,137 | — | — | 5,137 | |||||||||||
Commercial finance | (2 | ) | — | — | (2 | ) | |||||||||
22,101 | — | — | 22,101 | ||||||||||||
Revenues from consolidated VIE-RSO | — | 24,361 | — | 24,361 | |||||||||||
Elimination of consolidated VIE-RSO revenues attributed to operating segments | — | — | (4,273 | ) | (4,273 | ) | |||||||||
Total revenues | 22,101 | 24,361 | (4,273 | ) | 42,189 | ||||||||||
COSTS AND EXPENSES: | |||||||||||||||
Real estate | 11,499 | — | — | 11,499 | |||||||||||
Financial fund management | 2,990 | — | — | 2,990 | |||||||||||
Commercial finance | 579 | — | — | 579 | |||||||||||
General and administrative | 3,297 | — | — | 3,297 | |||||||||||
Provision for credit losses | 402 | — | — | 402 | |||||||||||
Depreciation and amortization | 457 | — | — | 457 | |||||||||||
19,224 | — | — | 19,224 | ||||||||||||
Expenses of consolidated VIE-RSO | — | 21,060 | — | 21,060 | |||||||||||
Elimination of consolidated VIE-RSO expenses attributed to operating segments | — | — | (3,368 | ) | (3,368 | ) | |||||||||
Total expenses | 19,224 | 21,060 | (3,368 | ) | 36,916 | ||||||||||
OPERATING INCOME | 2,877 | 3,301 | (905 | ) | 5,273 | ||||||||||
OTHER INCOME (EXPENSE): | |||||||||||||||
Interest expense | (421 | ) | — | — | (421 | ) | |||||||||
Other income, net | 314 | — | (478 | ) | (164 | ) | |||||||||
Other income, net, from consolidated VIE-RSO | — | 16,516 | — | 16,516 | |||||||||||
Elimination of consolidated VIE-RSO other income, net | — | — | 11 | 11 | |||||||||||
(107 | ) | 16,516 | (467 | ) | 15,942 | ||||||||||
Income from continuing operations before taxes | 2,770 | 19,817 | (1,372 | ) | 21,215 | ||||||||||
Income tax provision | 1,244 | 1,847 | — | 3,091 | |||||||||||
Net income | 1,526 | 17,970 | (1,372 | ) | 18,124 | ||||||||||
Net loss attributable to noncontrolling interest | 8 | — | — | 8 | |||||||||||
Net income attributable to noncontrolling interests-RSO | — | (8,568 | ) | (9,227 | ) | (17,795 | ) | ||||||||
Net income attributable to common shareholders | $ | 1,534 | $ | 9,402 | $ | (10,599 | ) | $ | 337 |
RAI | RSO | Eliminations | Consolidated | ||||||||||||
REVENUES: | |||||||||||||||
Real estate | $ | 13,275 | $ | — | $ | — | $ | 13,275 | |||||||
Financial fund management | 7,075 | — | — | 7,075 | |||||||||||
Commercial finance | (99 | ) | — | — | (99 | ) | |||||||||
20,251 | — | — | 20,251 | ||||||||||||
Revenues from consolidated VIE-RSO | — | 25,245 | — | 25,245 | |||||||||||
Elimination of consolidated VIE-RSO revenues attributed to operating segments | — | — | (2,880 | ) | (2,880 | ) | |||||||||
Total revenues | 20,251 | 25,245 | (2,880 | ) | 42,616 | ||||||||||
COSTS AND EXPENSES: | |||||||||||||||
Real estate | 8,875 | — | — | 8,875 | |||||||||||
Financial fund management | 4,389 | — | — | 4,389 | |||||||||||
Commercial finance | 103 | — | — | 103 | |||||||||||
General and administrative | 3,154 | — | — | 3,154 | |||||||||||
Provision for credit losses | 1,208 | — | — | 1,208 | |||||||||||
Depreciation and amortization | 451 | — | — | 451 | |||||||||||
18,180 | — | — | 18,180 | ||||||||||||
Expenses of consolidated VIE-RSO | — | 11,285 | 11,285 | ||||||||||||
Elimination of consolidated VIE-RSO expenses attributed to operating segments | — | — | (2,819 | ) | (2,819 | ) | |||||||||
Total expenses | 18,180 | 11,285 | (2,819 | ) | 26,646 | ||||||||||
OPERATING INCOME | 2,071 | 13,960 | (61 | ) | 15,970 | ||||||||||
OTHER INCOME (EXPENSE): | |||||||||||||||
Interest expense | (483 | ) | — | — | (483 | ) | |||||||||
Other income, net | 737 | — | (572 | ) | 165 | ||||||||||
Other income, net, from consolidated VIE-RSO | — | 3,516 | — | 3,516 | |||||||||||
Elimination of consolidated VIE-RSO other income, net | — | — | 18 | 18 | |||||||||||
254 | 3,516 | (554 | ) | 3,216 | |||||||||||
Income from continuing operations before taxes | 2,325 | 17,476 | (615 | ) | 19,186 | ||||||||||
Income tax provision | 1,069 | 16 | — | 1,085 | |||||||||||
Net income | 1,256 | 17,460 | (615 | ) | 18,101 | ||||||||||
Net loss attributable to noncontrolling interests | 40 | — | — | 40 | |||||||||||
Net income attributable to noncontrolling interests-RSO | — | (2,344 | ) | (14,807 | ) | (17,151 | ) | ||||||||
Net income attributable to common shareholders | $ | 1,296 | $ | 15,116 | $ | (15,422 | ) | $ | 990 |
Three Months Ended | |||||||
March 31, | |||||||
2015 | 2014 | ||||||
Net income attributable to common shareholders - GAAP | $ | 337 | $ | 990 | |||
Adjustments, net of tax: | |||||||
Income, net of eliminations, attributable to consolidation of RSO | 1,197 | 306 | |||||
Loss attributable to commercial finance | 526 | 863 | |||||
Deferred tax provision | 151 | 161 | |||||
Adjusted net income attributable to common shareholders | $ | 2,211 | $ | 2,320 | |||
Adjusted weighted average diluted shares outstanding | 23,239 | 22,027 | |||||
Adjusted net income attributable to common shareholders per common per share-diluted | $ | 0.10 | $ | 0.11 |
(1) | Adjusted net income attributable to common shareholders presents the Company's operations prior to the consolidation of RSO and without the effect of its commercial finance operations and deferred tax provision. The Company believes that this provides useful information to investors since it allows investors to evaluate the Company's progress in both its real estate and financial fund management segments for the three months ended March 31, 2015 and 2014 separately from its commercial finance operations, RSO and deferred tax provision. Adjusted net income attributable to common shareholders should not be considered as an alternative to net income attributable to common shareholders (computed in accordance with GAAP). Instead, adjusted net income attributable to common shareholders should be reviewed in connection with net income attributable to common shareholders in the Company's consolidated financial statements to help analyze how the Company's business is performing. |