-----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, GS5EpoQQA11X32j9NkppgKSszO8AKWIYbB3i0Vb3PBiWW5p/R3i8l1NbDMHlA4dW xcNfAO4oPVgkRK6f29fhGA== 0001332551-08-000022.txt : 20080807 0001332551-08-000022.hdr.sgml : 20080807 20080806202759 ACCESSION NUMBER: 0001332551-08-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080630 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080807 DATE AS OF CHANGE: 20080806 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: 08996282 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 rai8kresults063008.htm RAI 8K RESULTS 063008 rai8kresults063008.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, 2008
 
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:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-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, 2008, Resource America, Inc. issued a press release regarding its operating results for the three and nine months ended June 30, 2008. A copy of this press release is furnished with this report as an exhibit. The information in this report, including the exhibit hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.
 
Item 9.01 Financial Statements and Exhibits
 
(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 reference.
 

 
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 6, 2008
By:
/s/ Steven J. Kessler
 
Steven J. Kessler
 
Executive Vice President and Chief Financial Officer
 


 
Exhibit Index
 
Exhibit No.
Description
 
EX 99.1
Press Release
 
     
 
 
 



 
 

 
EX-99.1 2 raipr063008.htm RAI PRESS RELEASE 063008 raipr063008.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, 2008

Philadelphia, PA, August 6, 2008 - Resource America, Inc. (Nasdaq: REXI) (the "Company”) reported operating results for the third fiscal quarter and nine months ended June 30, 2008.

The Company noted the following events during the quarter ended June 30, 2008 or thereafter:
 
·  
Collection of Legacy Portfolio Loan.  On July 31, 2008, the Company collected approximately $18.4 million in connection with the substantial settlement of a discounted loan, which was secured by the Evening Star Building in Washington, D.C.  As a result of this repayment, the Company anticipates recognizing a pre-tax gain in the quarter ending September 30, 2008 of approximately $7.5 million.  The Company’s remaining investment is a discounted mezzanine note with a carrying value of $3.6 million, which is secured by a 5% interest in the property.  This investment was not generating material cash flow or income, thus the Company expects that this transaction will be immediately accretive to both net income and cash flow.
 
·  
Distressed Real Estate Venture.  The Company entered into a $500.0 million joint venture with Varde Investment Partners, a Minnesota based alternative asset manager.  The Company intends to originate, invest in and manage distressed real estate assets for the venture.  To date, the Company and Varde have purchased or entered into letters of intent to purchase approximately $63.0 million of assets. The Company will be paid origination fees, asset management fees and incentive fees.
 
·  
Guidance.  The Company projects that its earnings from continuing operations (excluding non-recurring items) will be approximately $1.00 per common share-diluted in fiscal 2009, which begins October 1, 2008.
 
·  
Adjusted Income from Continuing Operations.  The Company reported adjusted income from continuing operations, a non-GAAP measure, of $1.4 million, or $0.08 per common share-diluted and $10.4 million, or $0.56 per common share-diluted for the third fiscal quarter and nine months ended June 30, 2008, respectively, as compared to $5.7 million, or $0.29 per common share-diluted and $16.2 million, or $0.84 per common share-diluted for the third fiscal quarter and nine months ended June 30, 2007, respectively.  A reconciliation of the Company’s reported (loss) income from continuing operations to adjusted income from continuing operations, a non-GAAP measure, is included as Schedule I to this release.
 
·  
Net (Loss) Income.  The Company recorded non-cash charges of $14.2 million primarily related to residual interests underlying some of its funds.  In conjunction therewith, the Company reported a net loss of $8.0 million, or ($0.46) per common share for the quarter ended June 30, 2008, and a net loss of $17.0 million, or ($0.97) per common share for the nine months ended June 30, 2008, as compared to net income of $4.2 million or $0.22 per common share-diluted for the quarter ended June 30, 2007, and $14.7 million, or $0.76 per common share-diluted for the nine months ended June 30, 2007.
 
·  
Retail Capital Fundraising.  The Company continued to see strong demand from this channel, resulting in the completion of both LEAF Equipment Leasing Income Fund III, L.P. (“LEAF III”) ($120.0 million raised) and Resource Real Estate Investors 6, L.P. ($35.0 million raised).  Since March 31, 2008, the Company has launched four funds through this channel with targeted fundraising of approximately $300.0 million focused on leasing, real estate, banks, and commercial debt.
 
 

 
·  
Adjusted Revenue and Adjusted Operating Income.  For the third quarter and nine months ended June 30, 2008, the Company reported adjusted revenues of $39.1 million and $141.4 million, respectively, as compared to $39.1 million and $95.7 million for the third quarter and nine months ended June 30, 2007, respectively.  For the third quarter and nine months ended June 30, 2008, the Company reported adjusted operating income of $8.5 million and $51.9 million, respectively, as compared to $19.5 million and $44.8 million for the third quarter and nine months ended June 30, 2007, respectively.  Adjusted revenues and adjusted operating income, both non-GAAP measures, include $9.7 million and $17.5 million of pre-tax mark-to-market adjustments on investments reported under the equity method of accounting, for the third quarter and nine months ended June 30, 2008, respectively.  A reconciliation of the Company’s reported revenues and operating income to adjusted revenues and adjusted operating income is included as Schedule II to this release.
 
·  
Increased Assets Under Management.  The Company increased its assets under management to $18.8 billion, a $1.1 billion increase (6.1%) from the quarter ended March 31, 2008 and a $2.0 billion increase (11.8%) from the quarter ended June 30, 2007.
 
·  
Acquired Management Contracts.  The Company was successfully assigned the management contracts of four Collateralized Loan Obligations totaling approximately $1.3 billion, bringing the Company’s total bank loan portfolio to approximately $4.4 billion.
 
·  
Reduced Balance Sheet Exposure.  As of June 30, 2008, the Company reduced its total borrowings outstanding to $574.5 million from $884.1 million at March 31, 2008, a decrease of 35%.  Of that amount, $213.2 million is net liabilities consolidated under FIN 46-R as to which the Company has no recourse, $274.8 million is non-recourse revolving credit facilities at LEAF and $26.4 million is other debt, which includes a $9.9 million loan that was assumed by a real estate investment partnership after June 30, 2008 and mortgage debt secured by properties owned by the Company’s subsidiaries.  With proceeds from the repayment of the Evening Star Building loan, the Company will continue to reduce its corporate level secured revolving credit facilities which had $60.1 million outstanding at June 30, 2008.
 
·  
The Company continued to adjust its operations in light of market conditions and, after valuation adjustments taken through June 30, 2008, has materially reduced its exposure to future valuation adjustments to approximately $3.9 million (net of tax) for trust preferred securities reported as investments in unconsolidated entities and $7.6 million (net of tax) for direct investments in collateralized debt obligations reported as investment securities available-for-sale.  The Company has no exposure to valuation adjustments for residential mortgage-backed securities.
 

Jonathan Cohen, President and CEO of the Company, commented, “We continue to make progress in reducing our balance sheet exposure to risk from the 2005-2007 financial fund management residuals. We are proud of our accomplishments, which we have discussed in this earnings release, in that we continue to: (1) raise assets under management in our core management sectors; (2) expand our distressed real estate business which we think can grow substantially over the next 24 months; (3) form new funds in our retail channel where we launched four funds in the recent period targeted to raise over $300 million; (4) pursue reductions in general and administrative areas; and (5) target balance sheet reductions.  During our third quarter that ended on June 30, we continued to position Resource America for changing opportunities and economic circumstances.  In future periods you can expect to see the Company’s costs dropping significantly.  We thank you for your patience during fiscal 2008 and look forward to returning to the previously high growing asset management firm we were in previous years.”



Assets Under Management

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

 
At June 30,
 
2008
2007
Financial fund management
$15.4 billion
$14.2 billion
Real estate
 1.8 billion
 1.5 billion
Commercial finance
 1.6 billion
 1.1 billion
 
$18.8 billion
$16.8 billion

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/A for the fiscal year ended September 30, 2007.

Book Value

As of June 30, 2008, the Company’s GAAP book value per common share was $8.91 per share.  Total stockholders’ equity was $156.6 million as of June 30, 2008 as compared to $185.3 million as of September 30, 2007.  Total common shares outstanding were 17,575,599 as of June 30, 2008 as compared to 17,417,307 as of September 30, 2007.

Other Highlights for the Third Fiscal Quarter Ended June 30, 2008 and Recent Developments
 
®  
On April 25, 2008 LEAF announced that it had successfully completed the public offering of its third public investment partnership, LEAF III, which raised approximately $120.0 million.  LEAF III closed within 14 months, 42% ahead of the original two year projected offering period, and utilized a syndicate of more than 70 broker dealers that participated in the offering. This is LEAF's third fund; the first, LEAF I raised approximately $17.1 million in gross offering proceeds; the second, LEAF II raised approximately $60.0 million in gross offering proceeds.
 
®  
LEAF’s assets under management at June 30, 2008 were $1.6 billion, an increase of $561.0 million (52%) from June 30, 2007.
 
®  
Resource Real Estate Holdings, Inc. (“Resource Real Estate”), the Company’s real estate asset manager that invests in and manages real estate investment vehicles on behalf of itself and for outside investors and operates the Company’s commercial real estate debt platform, increased its assets under management to $1.8 billion at June 30, 2008, an increase of $253.0 million (17%) from June 30, 2007.  Since October 1, 2007, Resource Real Estate has acquired $112.2 million in real estate assets for its investment vehicles. 
 
®  
Resource Real Estate increased its apartment units under management to 15,758 at June 30, 2008, an increase of 3,293 units (26%) from June 30, 2007.  This includes a portfolio of 39 multi-family properties representing approximately 9,800 apartment units managed by Resource Residential, Resource Real Estate’s wholly-owned subsidiary.
 
®  
In the third fiscal quarter ended June 30, 2008, Resource Real Estate acquired one distressed note for $9.25 million and three multi-family residential apartment properties for its portfolio with an aggregate acquisition cost of $41.7 million. In addition Resource Real Estate entered into a purchase and sale agreement on August 1, 2008, to acquire two distressed multi-family assets of $15.4 million.
 
®  
The Company’s financial fund management operating segment increased its assets under management at June 30, 2008 to $15.4 billion, an increase of $1.2 billion (8%) from June 30, 2007.
 
®  
The Company’s Board of Directors authorized the payment of a cash dividend to be paid on August 29, 2008 in the amount of $0.07 per share of the Company’s common stock to all holders of record at the close of business on August 15, 2008.
 
®  
Resource Capital Corp. (NYSE: RSO), a real estate investment trust for which the Company is the external manager, announced a dividend distribution of $0.41 per common share for the quarter ended June 30, 2008, unchanged from the quarter ended March 31, 2008.

The Company generated $35.9 million of cash from operating activities from continuing operations as adjusted during the nine months ended June 30, 2008.  A reconciliation of net cash provided by (used in) operating activities of continuing operations to net cash provided by operating activities of continuing operations as adjusted, a non-GAAP measure, is included as Schedule III to this release.

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 commercial finance, real estate and financial fund management sectors.


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

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/A.  The Company undertakes no obligation to update or revise any forward-looking statements to reflect new or changing information or events.

The remainder of this release contains the Company’s unaudited consolidated balance sheets, consolidated statements of operations, consolidated statements of cash flows, reconciliation of GAAP (loss) income from continuing operations to adjusted income from continuing operations, reconciliation of GAAP revenue to adjusted revenue and a reconciliation of GAAP operating (loss) income to adjusted operating income and reconciliation of net cash provided by (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,
2008
   
September 30, 2007
 
   
(unaudited)
   
(restated)
 
ASSETS
           
Cash
  $ 7,797     $ 14,624  
Restricted cash
    24,270       19,340  
Receivables
    3,692       21,255  
Receivables from managed entities
    32,321       20,177  
Loans sold, not settled
    1,990       152,706  
Loans held for investment, net
    222,123       285,928  
Investments in commercial finance, net
    305,501       243,391  
Investments in real estate, net
    49,563       49,041  
Investment securities available-for-sale, at fair value
    30,481       51,777  
Investments in unconsolidated entities
    20,942       39,342  
Property and equipment, net
    28,167       12,286  
Deferred income taxes
    38,822       29,877  
Goodwill
    7,969       7,941  
Intangible assets, net
    4,474       4,774  
Other assets
    23,701       18,664  
Total assets
  $ 801,813     $ 971,123  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Accrued expenses and other liabilities
  $ 53,801     $ 60,546  
Payables to managed entities
    1,003       1,163  
Borrowings
    574,496       706,372  
Deferred income tax liabilities
    11,124       11,124  
Minority interests
    4,829       6,571  
Total liabilities
    645,253       785,776  
                 
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; 27,480,825
and 26,986,975 shares issued, respectively (including nonvested
restricted stock of 582,655 and 199,708, respectively)
    269       268  
Additional paid-in capital
    268,038       264,747  
Retained earnings
    6,476       27,171  
Treasury stock, at cost; 9,322,571 and 9,369,960 shares, respectively
    (101,553 )     (102,014 )
ESOP loan receivable
    (205 )     (223 )
Accumulated other comprehensive loss
    (16,465 )     (4,602 )
Total stockholders’ equity
    156,560       185,347  
    $ 801,813     $ 971,123  


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

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2008
   
2007
   
2008
   
2007
 
         
(restated)
         
(restated)
 
REVENUES
                       
Commercial finance
  $ 21,803     $ 12,808     $ 82,434     $ 28,461  
Real estate
    5,626       7,008       18,790       18,580  
Financial fund management
    2,017       18,635       22,662       48,065  
      29,446       38,451       123,886       95,106  
COSTS AND EXPENSES
                               
Commercial finance
    10,967       5,416       32,751       13,607  
Real estate
    5,672       3,971       16,464       10,179  
Financial fund management
    7,122       5,925       20,020       15,878  
General and administrative
    3,954       3,413       11,169       8,956  
Provision for credit losses
    1,550       113       5,770       158  
Depreciation and amortization
    1,309       728       3,264       2,156  
      30,574       19,566       89,438       50,934  
OPERATING (LOSS) INCOME
    (1,128 )     18,885       34,448       44,172  
                                 
Interest expense
    (9,776 )     (10,176 )     (39,048 )     (22,461 )
Minority interest income (expense), net
    2,590       (980 )     (677 )     (2,255 )
Other (expense) income, net
    (5,530 )     2,079       (22,606 )     6,418  
      (12,716 )     (9,077 )     (62,331 )     (18,298 )
(Loss) income from continuing operations before taxes
    (13,844 )     9,808       (27,883 )     25,874  
(Benefit) provision for income taxes
    (5,820 )     4,119       (10,874 )     9,704  
(Loss) income from continuing operations
    (8,024 )     5,689       (17,009 )     16,170  
Loss from discontinued operations, net of tax
    (1 )     (1,450 )     (10 )     (1,506 )
NET (LOSS) INCOME
  $ (8,025 )   $ 4,239     $ (17,019 )   $ 14,664  
                                 
Basic (loss) earnings per common share:
                               
Continuing operations
  $ (0.46 )   $ 0.32     $ (0.97 )   $ 0.93  
Discontinued operations
          (0.08 )           (0.09 )
Net (loss) income
  $ (0.46 )   $ 0.24     $ (0.97 )   $ 0.84  
Weighted average shares outstanding
    17,549       17,569       17,493       17,463  
                                 
Diluted (loss) earnings per common share:
                               
Continuing operations
  $ (0.46 )   $ 0.29     $ (0.97 )   $ 0.84  
Discontinued operations
          (0.07 )           (0.08 )
Net (loss) income
  $ (0.46 )   $ 0.22     $ (0.97 )   $ 0.76  
Weighted average shares outstanding
    17,549       19,210       17,493       19,215  
                                 
Dividends declared per common share
  $ 0.07     $ 0.07     $ 0.21     $ 0.20  
 
 


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

   
Nine Months Ended
June 30,
 
   
2008
   
2007
 
         
(restated)
 
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net (loss) income
  $ (17,019 )   $ 14,664  
Adjustments to reconcile net (loss) income to net cash provided by
(used in) operating activities, net of acquisitions:
               
Impairment charge on collateralized debt obligation investments
    8,123        
Depreciation and amortization
    4,299       2,712  
Provision for credit losses
    5,770       158  
Minority interests
    677       2,255  
Equity in losses (earnings)of unconsolidated entities
    10,260       (12,191 )
Distributions from unconsolidated entities
    14,651       12,995  
Loss on sales of loans
    17,674        
Gains on sales of assets
    (2,033 )     (6,783 )
Deferred income tax benefit
    (13,689 )     (6,657 )
Non-cash compensation on long-term incentive plans
    3,808       1,983  
Non-cash compensation issued
    107       1,630  
Non-cash compensation received
    359       (1,550 )
Decrease (increase) in commercial finance investments
    35,842       (137,620 )
Changes in operating assets and liabilities
    (14,627 )     (42 )
Net cash provided by (used in) operating activities of continuing
operations
    54,202       (128,446 )
CASH FLOWS FROM INVESTING ACTIVITIES:
               
Capital expenditures
    (5,621 )     (3,406 )
Payments received on real estate loans and real estate
    8,109       15,703  
Investments in real estate, including properties
    (8,380 )     (16,245 )
Purchases of investments
    (247,067 )     (19,821 )
Proceeds from sale of investments
    27,701       6,158  
Principal payments received on loans
    10,071        
Net cash paid for acquisitions
    (8,022 )     (20,708 )
Increase in other assets
    (17,352 )     (3,423 )
Net cash used in investing activities of continuing operations
    (240,561 )     (41,742 )
CASH FLOWS FROM FINANCING ACTIVITIES:
               
Increase in borrowings
    780,898       559,278  
Principal payments on borrowings
    (568,617 )     (395,169 )
Minority interest contributions
    315        
Minority interest distributions
    (1,394 )     (2,040 )
Dividends paid
    (3,676 )     (3,533 )
Increase in restricted cash
    (27,948 )     (7,166 )
Proceeds from issuance of stock
    182       927  
Purchase of treasury stock
    (237 )     (2,777 )
Tax benefit from the exercise of stock options
          1,887  
Net cash provided by financing activities of continuing operations
    179,523       151,407  
CASH FLOWS FROM DISCONTINUED OPERATIONS:
               
Operating activities
    9       (527 )
Financing activities
          (1,145 )
Net cash provided by (used in) discontinued operations
    9       (1,672 )
Decrease in cash
    (6,827 )     (20,453 )
Cash at beginning of period
    14,624       37,622  
Cash at end of period
  $ 7,797     $ 17,169  
 

 
This press release contains supplemental financial information determined by methods other than in accordance with Accounting Principles Generally Accepted in the United States of America (“GAAP”).  The Company’s management uses this non-GAAP measure in its anlysis of the exclusion of certain adjustments recorded in the Company’s nine months ended June 30, 2008.  Management believes the presentation of this financial measure excluding the impact of these items provides useful supplemental information that is essential to a proper understanding of the financial results of the Company.  This disclosure should not be viewed as a substitute for results determined in accordance with GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies.

SCHEDULE I


RECONCILIATION OF GAAP (LOSS) INCOME FROM CONTINUING OPERATIONS
TO ADJUSTED INCOME FROM CONTINUING OPERATIONS
(in thousands, except per share data)
(unaudited)

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2008
   
2007
   
2008
   
2007
 
         
(restated)
         
(restated)
 
(Loss) Income from continuing operations − GAAP
  $ (8,024 )   $ 5,689     $ (17,009 )   $ 16,170  
Adjustments, net of tax:
                               
Resource residential start-up costs
                333        
Impairment charges on CDO investments
    1,971             2,776        
Losses on sales of loans
    260             11,130        
Partnership level adjustments  (1)
    6,343             11,364        
RCC incentive stock
    591             1,527        
Other
    288             303        
Adjusted income from continuing operations (2)
  $ 1,429     $ 5,689     $ 10,424     $ 16,170  
                                 
Weighted average diluted shares outstanding (3)
    18,434       19,210       18,550       19,215  
                                 
Adjusted income from continuing operations per share-diluted
  $ 0.08     $ 0.29     $ 0.56     $ 0.84  

(1)  
Includes mark-to-market realized and unrealized valuation adjustments related to trust preferred securities of bank and bank holding companies and a decrease due to a discount recorded in connection with subordinate and incentive management fees the Company expects to receive in the future.
 
(2)  
During the three and nine months ended June 30, 2008, in connection with substantial volatility and reduction in liquidity in the global credit markets, the Company recorded several significant adjustments.  For comparability purposes, the Company is presenting adjusted income from continuing operations because it facilitates the evaluation of the Company without the effect of these adjustments.  Adjusted income from continuing operations should not be considered as an alternative to (loss) income from continuing operations (computed in accordance with GAAP).  Instead, adjusted income from continuing operations should be reviewed in connection with (loss) income from continuing operations in the Company’s consolidated financial statements, to help analyze how the Company’s business is performing.
 
(3)  
Includes 885,000 and 1,057,000 diluted shares not used in the calculation of loss from continuing operations per share-diluted for the three and nine months ended June 30, 2008.
 
 

 
SCHEDULE II

RECONCILIATION OF GAAP REVENUE TO ADJUSTED REVENUE AND RECONCILIATION OF GAAP OPERATING (LOSS) INCOME TO ADJUSTED OPERATING INCOME
(in thousands)
(unaudited)

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2008
   
2007
   
2008
   
2007
 
         
(restated)
         
(restated)
 
Revenues
                       
Commercial finance
  $ 21,803     $ 12,808     $ 82,434     $ 28,461  
Real estate
    5,626       7,008       18,790       18,580  
Financial fund management
    2,017       18,635       22,662       48,065  
Total revenue − GAAP
    29,446       38,451       123,886       95,106  
                                 
Adjustments:
                               
Mark-to-market adjustments  (1)
    9,674       636       17,501       610  
Adjusted revenue (2)
  $ 39,120     $ 39,087     $ 141,387     $ 95,716  
                                 
Operating (loss) income − GAAP
  $ (1,128 )   $ 18,885     $ 34,448     $ 44,172  
                                 
Adjustments:
                               
Mark-to-market adjustments  (1)
    9,674       636       17,501       610  
Adjusted operating income (2)
  $ 8,546     $ 19,521     $ 51,949     $ 44,782  

(1)  
Includes realized mark-to-market adjustments of ($6.2 million) and $0 for the three month ended June 30, 2008 and 2007, respectively, and ($6.8 million) and $0 for the nine months ended June 30, 2008 and 2007, respectively.
 
(2)  
Management of the Company views adjusted revenues and adjusted operating income as useful and appropriate supplements to revenues − GAAP and operating (loss) income − GAAP since they exclude mark-to-market adjustments related to current credit market conditions and are not indicative of the Company’s current operating performance.



SCHEDULE III

RECONCILIATION OF NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES OF CONTINUING
OPERATIONS TO NET CASH PROVIDED BY OPERATING ACTIVITIES OF CONTINUING OPERATIONS AS ADJUSTED
(in thousands)
(unaudited)

Net cash provided by operating activities of continuing operations as adjusted was $35.9 million for the nine months ended June 30, 2008, an increase of $20.4 million as compared to net cash provided by operating activities of $15.5 million in the nine months ended June 30, 2007.  The following reconciles net cash provided by (used in) operating activities of continuing operations to net cash provided by operating activities of continuing operations as adjusted (in thousands):

   
Nine Months Ended
 
   
June 30,
 
   
2008
   
2007
 
         
(restated)
 
Net cash provided by (used in) operating activities of continuing operations - GAAP
  $ 54,202     $ (128,446 )
Adjustments:
               
(Decrease) increase in commercial finance investments
    (35,842 )     137,620  
Changes in operating assets and liabilities
    14,627       42  
Proceeds from sales of investments
    2,933       6,268  
Net cash provided by operating activities of continuing operations as adjusted  (1) 
  $ 35,920     $ 15,484  

(1)  
Management of the Company view net cash provded by operating activities of continuing operations as adjusted as a useful and appropriate supplement to GAAP net cash provided by operating activities of continuing operations since it reflects how management views its liquidity and working capital requirements.
 
 

 


-----END PRIVACY-ENHANCED MESSAGE-----