-----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, WROsyDLyjtTZ7xNusXqkBk336mTsodkZnKv9jI2qBfi66SnMzBR1d5JFXTm3/tcw W1zKH9QiuKNhqE1JTSrlfg== 0001332551-09-000040.txt : 20090806 0001332551-09-000040.hdr.sgml : 20090806 20090805201834 ACCESSION NUMBER: 0001332551-09-000040 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090806 DATE AS OF CHANGE: 20090805 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: 09989647 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 rai8k063009.htm REXI FORM 8-K FOR QTR ENDED 063009 rai8k063009.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 5, 2009
 
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 5, 2009, Resource America, Inc. issued a press release regarding its operating results for the three and nine months ended June 30, 2009. 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 5, 2009
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 pr063009.htm REXI PRESS RELEASE QTR ENDED 063009 pr063009.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, 2009

Philadelphia, PA, August 5, 2009 - Resource America, Inc. (Nasdaq: REXI) (the "Company") reported adjusted (loss) income from continuing operations, a non-GAAP measure, as follows: a loss of $37,000, or $0.00 per common share-diluted, and income of $604,000, or $0.03 per common share-diluted, for the third fiscal quarter and nine months ended June 30, 2009, respectively, as compared to income of $1.6 million, or $0.08 per common share-diluted, and $10.8 million, or $0.58 per common share-diluted, for the third fiscal quarter and nine months ended June 30, 2008, respectively.  A reconciliation of the Company’s reported GAAP loss from continuing operations to adjusted (loss) income from continuing operations is included as Schedule I to this release.

Jonathan Cohen, CEO and President commented, “Our financial results reflect our continued commitment to ramping professional and marketing costs to take advantage of the opportunity in distressed loans and real estate.  Nonetheless, this quarter shows what we think will be the start on the road back to true profitability.  We are excited about the continued fundraising, lower debt levels and superb positioning of our leasing and distressed real estate platforms.”
 
The Company reported a net loss of $204,000, or $0.01 per common share-diluted, and $15.1 million, or $0.85 per common share-diluted, for the third fiscal quarter and nine months ended June 30, 2009, respectively, as compared to a net loss of $8.0 million, or $0.46 per common share-diluted, and $17.0 million, or $0.97 per common share-diluted, for the third fiscal quarter and nine months ended June 30, 2008, respectively.  The loss recorded for the nine months ended June 30, 2009 was primarily the result of non-cash charges, net of tax, of $15.5 million, including a $7.2 million loss related to the Company’s decision to sell its interest in Apidos CDO VI recorded during the second fiscal quarter ended March 31, 2009.

The Company also reported:
 
 
·
Capital Fundraising.
 
 
-
The Company has raised a total of $146.0 million of investment funds during fiscal 2009 for funds sponsored and managed by Resource Real Estate Holdings, Inc. (“Resource Real Estate”) and LEAF Financial Corp. (“LEAF”); and
 
 
-
Resource Real Estate filed a $750.0 million registration statement with the Securities and Exchange Commission on July 7, 2009 for Resource Real Estate Opportunity REIT, Inc. of which Resource Real Estate will be the external manager.
 
 
·
Debt Reduction.  As of June 30, 2009, the Company reduced its consolidated borrowings outstanding by $392.9 million, or 68%, to $181.6 million from $574.5 million at June 30, 2008.  Borrowings at June 30, 2009 include a  $130.6 million non-recourse revolving credit facility at LEAF and $51.0 million of other debt, which includes $13.6 million of mortgage debt secured by the underlying properties.
 


 
 
·
Adjusted Revenues and Adjusted Operating (Loss) Income - Non-GAAP Measures.  For the third fiscal quarter and nine months ended June 30, 2009, the Company reported adjusted revenues of $22.4 million and $81.8 million, respectively, as compared to $39.1 million and $141.4 million for the third fiscal quarter and nine months ended June 30, 2008, respectively.  For the third fiscal quarter and nine months ended June 30, 2009, the Company reported an adjusted operating loss of $336,000 and adjusted operating income of $7.4 million, respectively, as compared to adjusted operating income of $8.8 million and $52.5 million for the third fiscal quarter and nine months ended June 30, 2008, respectively.  Adjusted revenues and adjusted operating (loss) income include $(263,000) and $(226,000) of pre-tax fair value adjustments on investments reported under the equity method of accounting for the third fiscal quarter and nine months ended June 30, 2009, respectively, as compared to adjustments of $9.7 million and $17.5 million for the third fiscal quarter and nine months ended June 30, 2008, respectively.  A reconciliation of the Company’s total GAAP revenue and GAAP operating (loss) income to adjusted revenue and adjusted operating (loss) income is included as Schedule II to this release.
 
Assets Under Management

Assets under management decreased $4.5 billion, or 24%, to $14.3 billion at June 30, 2009 from $18.8 billion at June 30, 2008.

The following table details the Company’s assets under management by operating segment:
 
 
At June 30,
 
2009
 
2008
Financial fund management
$  11.2 billion
 
$  15.4 billion
Real estate
  1.7 billion
 
1.8 billion
Commercial finance
  1.4 billion
 
1.6 billion
 
   $  14.3 billion
 
18.8 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 for the fiscal year ended September 30, 2008.

Book Value

As of June 30, 2009, the Company’s book value per common share was $7.32 per share.  Total stockholders’ equity was $131.4 million as of June 30, 2009 as compared to $156.6 million as of June 30, 2008.  Total common shares outstanding were 17,950,360 as of June 30, 2009 as compared to 17,575,599 as of June 30, 2008.


Highlights for the Third Fiscal Quarter Ended June 30, 2009 and Recent Developments
 
®
The Company has reduced its total borrowings to $181.6 million at June 30, 2009, a decrease of $372.4 million from September 30, 2008.  This reduction largely reflects the sale of all or part of its interests in Apidos CDO VI and LEAF Commercial Finance Fund (“LCFF”), two investment vehicles we sponsored and previously consolidated.  These sales eliminated the senior notes of Apidos CDO VI ($213.3 million net outstanding at September 30, 2008) and LCFF debt ($143.8 million at September 30, 2008).  Additionally, the Company reduced its outstanding borrowings on its corporate revolving lines of credit by $16.1 million.
 
®
The Company has reduced its recourse corporate borrowings to $34.5 million at June 30, 2009.
 
®
Resource Real Estate continued fundraising for Resource Real Estate Investors 7, L.P. (“RREI 7”), a $40.0 million offering that is investing in multifamily real estate assets.  Through August 4, 2009, Resource Real Estate has raised $29.4 million through RREI 7 and anticipates closing this fund in August 2009.
 
®
Resource Real Estate continued fundraising for Resource Real Estate Opportunity Fund, L.P. (“RREI Opp Fund”), a $40.0 million offering that will invest in discounted real estate.  Through August 4, 2009, Resource Real Estate has raised $14.7 million through RREI Opp Fund and anticipates closing this fund in December 2009.
 
®
A joint venture with an institutional partner to acquire distressed real estate assets has acquired its fifth asset during the third fiscal quarter ended June 30, 2009, for which the institutional partner has invested $3.2 million.
 
®
Resource Real Estate filed a $750.0 million registration statement with the Securities and Exchange Commission on July 7, 2009 for Resource Real Estate Opportunity REIT, Inc.
 
®
Resource Real Estate increased the apartment and condominium units it manages or whose management it supervises to 16,580 at June 30, 2009 from 15,758 at June 30, 2008.  This includes a portfolio of 50 multifamily properties representing 12,134 apartment units managed by Resource Real Estate Management, Inc. (“Resource Residential”), the Company’s property management subsidiary.
 
®
LEAF continued fundraising for LEAF 4, a $200.0 million public offering for an equipment leasing partnership.  Through August 4, 2009, LEAF has raised $87.9 million through LEAF 4 and anticipates closing this fund in August 2010.
 
®
The Company’s Board of Directors authorized the payment of a cash dividend paid on June 30, 2009 in the amount of $0.03 per share on the Company’s common stock to all holders of record at the close of business on May 29, 2009.
 
®
Resource Capital Corp. (“RCC”) (NYSE: RSO), a real estate investment trust for which the Company is the external manager and a shareholder, paid a cash dividend of $0.30 per common share for its second quarter ended June 30, 2009.
 
®
The Company generated $34.5 million of cash from operating activities from continuing operations as adjusted for the nine months ended June 30, 2009.  A reconciliation of net cash (used in) provided by 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 evaluate, originates, service and manage 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 and its other reports filed with the Securities and Exchange Commission.  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 Company undertakes no obligation to update or revise any forward-looking statements to reflect new or changing information or events except as may be required by law.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The remainder of this release contains the Company’s consolidated balance sheets, consolidated statements of operations, consolidated statements of cash flows, and reconciliations of GAAP loss from continuing operations to adjusted (loss) income from continuing operations, GAAP revenue to adjusted revenue and GAAP operating (loss) income to adjusted operating (loss) income and net cash (used in) provided by 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,
   
September 30,
 
   
2009
   
2008
 
   
(unaudited)
       
ASSETS
           
Cash
  $ 17,481     $ 14,910  
Restricted cash
    3,506       23,689  
Receivables
    1,694       2,014  
Receivables from managed entities and related parties
    55,443       35,674  
Loans sold, not settled, at fair value
          662  
Loans held for investment, net
          219,664  
Investments in commercial finance - held for investment, net
    7,027       182,315  
Investments in commercial finance - held for sale
    137,928       110,773  
Investments in real estate, net
    26,705       37,972  
Investment securities available-for-sale, at fair value
    15,524       22,746  
Investments in unconsolidated entities
    17,093       18,523  
Property and equipment, net
    14,086       16,886  
Deferred tax assets
    47,437       44,467  
Goodwill
    7,969       7,969  
Intangible assets, net
    3,825       4,329  
Other assets
    11,751       15,764  
Total assets
  $ 367,469     $ 758,357  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Accrued expenses and other liabilities
  $ 44,188     $ 56,309  
Payables to managed entities and related parties
    8,877       586  
Borrowings
    181,614       554,059  
Deferred tax liabilities
    1,006       1,060  
Minority interests
    399       2,610  
Total liabilities
    236,084       614,624  
                 
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; 27,684,424
and 27,421,552 shares issued, respectively (including nonvested
restricted stock of 503,839 and 513,386, respectively)
    272       269  
Additional paid-in capital
    272,320       269,689  
Accumulated deficit
    (22,057 )     (3,980 )
Treasury stock, at cost; 9,230,225 and 9,312,232 shares, respectively
    (100,547 )     (101,440 )
Accumulated other comprehensive loss
    (18,603 )     (20,805 )
Total stockholders’ equity
    131,385       143,733  
    $ 367,469     $ 758,357  



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

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2009
   
2008
   
2009
   
2008
 
REVENUES
                       
Commercial finance
  $ 10,547     $ 21,802     $ 39,352     $ 82,432  
Real estate
    5,198       5,626       17,261       18,790  
Financial fund management
    6,884       2,017       25,414       22,662  
      22,629       29,445       82,027       123,884  
COSTS AND EXPENSES
                               
Commercial finance
    5,841       10,751       20,064       32,213  
Real estate
    5,821       5,672       17,109       16,464  
Financial fund management
    4,722       7,122       15,532       20,020  
General and administrative
    3,371       3,954       11,049       11,169  
Provision for credit losses
    1,048       1,550       5,645       5,770  
Depreciation and amortization
    1,899       1,301       4,981       3,251  
      22,702       30,350       74,380       88,887  
OPERATING (LOSS) INCOME
    (73 )     (905 )     7,647       34,997  
                                 
OTHER (EXPENSE) INCOME
                               
Interest expense
    (2,634 )     (9,776 )     (16,957 )     (39,048 )
Minority interest (expense) income, net
    (13 )     2,590       1,526       (677 )
Gain (loss) on sale of loans and investment securities, net
          346       (11,588 )     (17,674 )
Impairment charges on investment securities
          (6,974 )     (7,962 )     (8,123 )
Other income, net
    981       1,098       3,224       3,191  
      (1,666 )     (12,716 )     (31,757 )     (62,331 )
Loss from continuing operations before taxes
    (1,739 )     (13,621 )     (24,110 )     (27,334 )
Benefit for income taxes
    (1,613 )     (5,723 )     (9,219 )     (10,660 )
Loss from continuing operations
    (126 )     (7,898 )     (14,891 )     (16,674 )
Loss from discontinued operations, net of tax
    (78 )     (127 )     (166 )     (345 )
NET LOSS
  $ (204 )   $ (8,025 )   $ (15,057 )   $ (17,019 )
                                 
Basic loss per common share:
                               
Continuing operations
  $ (0.01 )   $ (0.45 )   $ (0.84 )   $ (0.95 )
Discontinued operations
          (0.01 )     (0.01 )     (0.02 )
Net loss
  $ (0.01 )   $ (0.46 )   $ (0.85 )   $ (0.97 )
Weighted average shares outstanding
    17,914       17,549       17,789       17,493  
                                 
Diluted loss per common share:
                               
Continuing operations
  $ (0.01 )   $ (0.45 )   $ (0.84 )   $ (0.95 )
Discontinued operations
          (0.01 )     (0.01 )     (0.02 )
Net loss
  $ (0.01 )   $ (0.46 )   $ (0.85 )   $ (0.97 )
Weighted average shares outstanding
    17,914       17,549       17,789       17,493  
                                 
Dividends declared per common share
  $ 0.03     $ 0.07     $ 0.17     $ 0.21  
 

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

   
Nine Months Ended
June 30,
 
   
2009
   
2008
 
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net loss
  $ (15,057 )   $ (17,019 )
Adjustments to reconcile net loss to net cash (used in)
provided by operating activities, net of acquisitions:
               
Impairment charges on investment securities available-for-sale
    7,962       8,123  
Depreciation and amortization
    6,567       4,299  
Provision for credit losses
    5,645       5,770  
Minority interest (income) expense
    (1,526 )     677  
Equity in (earnings) losses of unconsolidated entities
    (758 )     10,260  
Distributions from unconsolidated entities
    4,549       14,651  
Loss on sale of loans and investment securities, net
    11,588       17,674  
Gain on sale of investments in commercial finance assets
    (363 )      
Gain on sale of assets
    (635 )     (2,033 )
Deferred income tax benefit
    (4,348 )     (13,689 )
Non-cash compensation on long-term incentive plans
    3,788       3,808  
Non-cash compensation issued
    110       107  
Non-cash compensation received
    (98 )     359  
(Increase) decrease in commercial finance investments
    (32,149 )     61,148  
Changes in operating assets and liabilities
    (18,524 )     (14,627 )
Net cash (used in) provided by operating activities of continuing operations
    (33,249 )     79,508  
CASH FLOWS FROM INVESTING ACTIVITIES:
               
Capital expenditures
    (244 )     (5,621 )
Payments received on real estate loans and real estate
    10,044       8,109  
Investments in real estate
    (3,230 )     (8,380 )
Return of capital from investments in unconsolidated entities
    684        
Purchase of commercial finance assets held for investment
    (41,942 )     (74,017 )
Payments received on commercial finance assets held for investment
    44,607       48,711  
Purchase of loans and investment securities
    (19,203 )     (247,067 )
Proceeds from sale of loans and investment securities
    4,061       27,701  
Principal payments received on loans
    4,561       10,071  
Net cash paid for acquisitions
          (8,022 )
Increase in other
    (2,464 )     (17,352 )
Net cash used in investing activities of continuing operations
    (3,126 )     (265,867 )
CASH FLOWS FROM FINANCING ACTIVITIES:
               
Increase in borrowings
    350,856       780,898  
Principal payments on borrowings
    (322,424 )     (568,617 )
Repayment from managed entity on RCC lease portfolio purchase
    4,500        
Minority interest contributions
    1       315  
Distributions paid to minority interest holders
    (73 )     (1,394 )
Dividends paid
    (3,020 )     (3,676 )
Decrease (increase) in restricted cash
    9,532       (27,948 )
Proceeds from issuance of stock
    3       182  
Purchase of treasury stock
          (237 )
Repurchase of subsidiary stock
    (264 )      
Net cash provided by financing activities of continuing operations
    39,111       179,523  
CASH FLOWS FROM DISCONTINUED OPERATIONS:
               
Operating activities
    (6 )     9  
Financing activities
    (159 )      
Net cash (used in) provided by discontinued operations
    (165 )     9  
Increase (decrease) in cash
    2,571       (6,827 )
Cash at beginning of period
    14,910       14,624  
Cash at end of period
  $ 17,481     $ 7,797  
 

 
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 these non-GAAP measures in its analysis of the exclusion of certain adjustments recorded in the three and nine months ended June 30, 2009.  Management believes the presentation of these financial measures excluding the impact of these items provides useful supplemental information that is essential to a proper understanding of the financial results of the Company.  These disclosures should not be viewed as a substitute for results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.
 
SCHEDULE I


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

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2009
   
2008
   
2009
   
2008
 
Loss from continuing operations − GAAP
  $ (126 )   $ (7,898 )   $ (14,891 )   $ (16,674 )
Adjustments, net of tax:
                               
Partnership level adjustments (1)
    (18 )     6,343       528       11,364  
Impairment charge on CDO investments
          1,971       3,922       2,776  
Loan reserves
    31             913        
Loss on sale of loans and investment securities, net
          260       7,599       11,130  
Severance costs
    6             1,195        
Resource Residential start-up costs
                      333  
RCC incentive stock
    47       591       782       1,527  
Other
    23       288       556       303  
Adjusted (loss) income from continuing operations (2)
  $ (37 )   $ 1,555     $ 604     $ 10,759  
                                 
Weighted average diluted shares outstanding (3)
    17,914       18,434       18,461       18,550  
                                 
Adjusted income from continuing operations per share-diluted
  $ 0.00     $ 0.08     $ 0.03     $ 0.58  

(1)
Primarily includes mark-to-market adjustments on investments in partnerships that the Company manages.
 
(2)
During the nine months ended June 30, 2009 and 2008, in connection with substantial volatility and reduction in liquidity in the global credit markets, the Company recorded several significant adjustments that it believes do not directly impact its continuing operations.  For comparability purposes, the Company is presenting adjusted (loss) income from continuing operations because it facilitates the evaluation of the Company’s underlying operating performance without the effect of adjustments that do not directly relate to that performance.  Adjusted (loss) income from continuing operations should not be considered as an alternative to loss from continuing operations (computed in accordance with GAAP).  Instead, adjusted (loss) income from continuing operations should be reviewed in connection with loss from continuing operations in the Company’s consolidated financial statements, to help analyze how the Company’s business is performing.
 
(3)
Dilutive shares used in the calculation of adjusted income from continuing operations per share-diluted includes an additional 672,000 shares for the nine months ended June 30, 2009, and 885,000 and 1,057,000 shares for the three and  nine months ended June 30, 2008, respectively, which were not used in the calculation of loss from continuing operations per share-diluted.


 
SCHEDULE II

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

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2009
   
2008
   
2009
   
2008
 
Revenues
                       
Commercial finance
  $ 10,547     $ 21,802     $ 39,352     $ 82,432  
Real estate
    5,198       5,626       17,261       18,790  
Financial fund management
    6,884       2,017       25,414       22,662  
Total revenues − GAAP
    22,629       29,445       82,027       123,884  
                                 
Adjustments:
                               
Fair value adjustments (1)
    (263 )     9,674       (226 )     17,501  
Adjusted revenues (2)
  $ 22,366     $ 39,119     $ 81,801     $ 141,385  
                                 
Operating (loss) income − GAAP
  $ (73 )   $ (905 )   $ 7,647     $ 34,997  
                                 
Adjustments:
                               
Fair value adjustments (1)
    (263 )     9,674       (226 )     17,501  
Adjusted operating (loss) income (2)
  $ (336 )   $ 8,769     $ 7,421     $ 52,498  

(1)
Reflects pre-tax fair value adjustments on investments reported under the equity method of accounting.
 
(2)
Management of the Company views adjusted revenues and adjusted operating (loss) income, both non-GAAP measures, as useful and appropriate supplements to revenues and operating (loss) income since they exclude fair value adjustments related to current credit market conditions and are not indicative of the Company’s current operating performance.
 


SCHEDULE III

RECONCILIATION OF NET CASH (USED IN) PROVIDED BY 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 $34.5 million for the nine months ended June 30, 2009 a decrease of $1.4 million as compared to net cash provided by operating activities as adjusted of $35.9 million for the nine months ended June 30, 2008.  The following reconciles net cash (used in) provided by operating activities of continuing operations to net cash provided by operating activities of continuing operations as adjusted:

   
Nine Months Ended
 
   
June 30,
 
   
2009
   
2008
 
Net cash (used in) provided by operating activities of continuing operations
  $ (33,249 )   $ 79,508  
                 
Adjustments:
               
Decrease (increase) in commercial finance investments                                                                                                    
    32,149       (61,148 )
Changes in operating assets and liabilities                                                                                                    
    18,524       14,627  
Proceeds from sales of certain loans and investment securities
    17,050       2,933  
Net cash provided by operating activities of continuing operations as adjusted
  $ 34,474     $ 35,920  

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



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