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8-K - TRANSCONTINENTAL REALTY INVESTORS - TRANSCONTINENTAL REALTY INVESTORS INCtci8k040114.htm
EXHIBIT 99.1
 
 
NEWS RELEASE
 
 
FOR IMMEDIATE RELEASE
Contact:
Transcontinental Realty Investors, Inc.
Investors Relations
(800) 400-6407
investor-realtions@transconrealty-invest.com
 
 
Transcontinental Realty Investors, Inc. Reports Fourth Quarter and Full Year 2013 Results
 
DALLAS (March 31.2014) — Transcontinental Realty Investors, Inc. (NYSE: TCI), a Dallas-based Real estate investment company, today reported results of operations for the fourth quarter ended December 31, 2013.  For the three months ended December 31, 2013, the Company reported net income applicable to common shares of $55.3 million or $6.57 per share, as compared to a net loss applicable to common shares of $6.4 million or $0.76 per share for the same period ended 2012.
 
For the twelve months ended December 31, 2013, we reported net income applicable to common shares of $374 million or $6.82 per diluted earnings per share, as compared to a net loss applicable to common shares of $9.4 million or $1.12 per diluted earnings per share the the same period ended 2012.
 
The current year net income applicable to common shares of $57.4 million includes $17.2 million of depreciation expense, $11.3 million of provisions on the impairment of notes receivable and real estate assets, $20.3 million of litigation settlement expense and gains on the sale of real estate holdings of $96.3 million.
 
The Company's commitment to first stabilizing, then enhancing value to our real estate portfolios has proven successful evidenced by our improved results of our operations. During the current year, we have realized the benefits of streamlined operations and the completion of several high-value asset sales thus improving cash flows on our existing portfolio.
 
Our apartment portfolio continues to excel in the current economic conditions with occupancies averaging over 95% and increasing rental sates. We have been able to surpass expectations due to the high-quality product offered, strength of our management team and our commitment to our tenants.
 
Our commercial portfolio expects to continue to improve as the Company has been diligent in our actions to re-lease vacant space and has been successful in attracting high-quality tenants and expects to see the benefits of those new leases over the next twelve months. We continue to work aggressively to attract new tenants and strive for continuous improvement of our properties in order to maintain our existing tenants.
 
In the current period, rental and other property revenues increased within the apartment portfolio by $3.5 million due primarily to increased rental rates and occupancy. Within the commercial portfolio the same properties decreased by $3.9 million related to some larger square-foot tenants down-siziag or moving out and first year lease specials for new tenants. The Company expects the apartment and commercial portfolios to continue to improve and expects future growth in excess of the current period results.
 
Interest Income was $13.8 million for the twelve months ended December 31, 2013 as compared to the prior period interest income of $11.7 million, due to an agreement made on January 1, 2013, whereby the Company extended the maturity on the surplus cash flow notes receivable from Unified Housing Foundation, Inc. for an additional term of five years in exchange for an early termination of the preferred interest rate.
 
Other income was $7.9 million for the twelve months ended December 31, 2013 due to the Mercer/Travelers land note payoff.  Per the terms of the agreement, the note was paid off at a discounted rate and $7.5 million was recognized as a gain.
 
Mortgage and loan interest expense decreased by $4.6 million, as compared to the prior year expense primarily due to interest rale savings on refinances for our apartment portfolio. The current year refinances resulted in annual interest rate savings of $3.7 million.
 
Litigation settlement expense relates to guarantor settlements on various real estate assets that were foreclosed upon in prior years. In order to avoid future litigation and legal expenses, we settled and are making payment plans on the agreed upon deficiencies.
 
About Transcontinental Realty Investors, Inc.
 
Transcontinental Realty Investors, Inc., a Dallas-based real estate investment company, holds a diverse portfolio of equity real estate located across the US, including office buildings, apartments, shopping centers and developed and undeveloped land. The Company invests in real estate through direct ownership, leases and partnerships and invests in mortgage loans on real estate. For more information, visit the Company's website at www.transconrealty-invest.com.
 
 
 
 

 
 
TRANSCONTINENTAL REALTY INVESTORS, INC.
 
CONSOLIDATED STATEMENTS OF OPERATIONS
 
                   
   
For the Years Ended December 31,
 
   
2013
   
2012
   
2011
 
   
(dollars in thousands, except per share amounts)
 
Revenues:
                 
Rental and other property revenues (including $670, $587 and $223 for the year ended 2013, 2012
and 2011, respectively, from related parties)
  $ 86,237     $ 86,615     $ 77,935  
                         
Expenses:
                       
Property operating expenses (including $766, $957 and $972 for the year ended 2013, 2012 and 2011,
respectively, from related parties)
    40,948       42,329       41,984  
Depreciation
    17,174       16,141       13,967  
General and administrative (including $2,765, $2,427 and $3,088 for the year ended 2013, 2012 and
2011, respectively, from related parties)
    6,323       5,090       8,971  
Provision on impairment of notes receivable and real estate assets
    11,320       2,330       35,039  
Net income fee to related party
    4,089       180       54  
Advisory fee to related party
    8,494       8,915       9,958  
Total operating expenses
    88,348       74,985       109,973  
Operating income (loss)
    (2,111 )     11,630       (32,038 )
                         
Other income (expense):
                       
Interest income (including $13,823, $11,677 and $5,275 for the year ended 2013, 2012 and 2011,
respectively, from related parties)
    13,790       11,725       5,720  
Other income (including $0, $6,000 and $0 for the year ended 2013, 2012 and 2011, respectively,
from related parties)
    7,862       6,303       2,441  
Mortgage and loan interest (including $1,761, $3,153 and $2,176 for the year ended 2013, 2012
and 2011, respectively, from related parties)
    (31,637 )     (36,243 )     (36,221 )
Deferred borrowing costs amortization
    (2,588 )     (637 )     (1,560 )
Loan charges and prepayment penalties
    (5,219 )     (3,574 )     (439 )
Gain (loss) on the sale of investments
    (283 )     125       (514 )
Earnings from unconsolidated joint ventures and investees
    (172 )     (66 )     242  
Litigation settlement
    (20,313 )     (173 )     (225 )
Total other expenses
    (38,560 )     (22,540 )     (30,556 )
Loss before gain (loss) on land sales, non-controlling interest, and taxes
    (40,671 )     (10,910 )     (62,594 )
Gain (loss) on land sales
    (1,073 )     6,935       17,011  
Loss from continuing operations before tax
    (41,744 )     (3,975 )     (45,583 )
Income tax benefit (expense)
    40,485       (1,445 )     (357 )
Net loss from continuing operations
    (1,259 )     (5,420 )     (45,940 )
Discontinued operations:
                       
Loss from discontinued operations
    (3,915 )     (9,346 )     (19,320 )
Gain on sale of real estate from discontinued operations
    97,405       5,217       18,300  
Income tax benefit (expense) from discontinued operations
    (32,722 )     1,445       357  
Net income (loss) from discontinued operations
    60,768       (2,684 )     (663 )
Net income (loss)
    59,509       (8,104 )     (46,603 )
Net (income) loss attributable to non-controlling interest
    (979 )     (220 )     282  
Net income (loss) attributable to Transcontinental Realty Investors, Inc.
    58,530       (8,324 )     (46,321 )
Preferred dividend requirement
    (1,110 )     (1,112 )     (1,110 )
Net income (loss) applicable to common shares
  $ 57,420     $ (9,436 )   $ (47,431 )
                         
Earnings per share - basic
                       
Loss from continuing operations
  $ (0.40 )   $ (0.80 )   $ (5.59 )
Income (loss) from discontinued operations
    7.22       (0.32 )     (0.08 )
Net income (loss) applicable to common shares
  $ 6.82     $ (1.12 )   $ (5.67 )
                         
Earnings per share - diluted
                       
Loss from continuing operations
  $ (0.40 )   $ (0.80 )   $ (5.59 )
Income (loss) from discontinued operations
    7.22       (0.32 )     (0.08 )
Net income (loss) applicable to common shares
  $ 6.82     $ (1.12 )   $ (5.67 )
                         
Weighted average common shares used in computing earnings per share
    8,413,469       8,413,469       8,370,729  
Weighted average common shares used in computing diluted earnings per share
    8,413,469       8,413,469       8,370,729  
                         
                         
Amounts attributable to Transcontinental Realty Investors, Inc.
                       
Loss from continuing operations
  $ (2,238 )   $ (5,640 )   $ (45,658 )
Income (loss) from discontinued operations
    60,768       (2,684 )     (663 )
Net income (loss)
  $ 58,530     $ (8,324 )   $ (46,321 )
 
 
 
 

 
 
TRANSCONTINENTAL REALTY INVESTORS, INC.
   
CONSOLIDATED BALANCE SHEETS
   
             
             
   
December 31,
   
December 31,
 
   
2013
   
2012
 
   
(dollars in thousands, except share
and par value amounts)
 
Assets
           
Real estate, at cost
  $ 777,974     $ 978,781  
Real estate held for sale at cost, net of depreciation ($2,390 in 2013 and $4,658 in 2012)
    16,427       18,077  
Real estate subject to sales contracts at cost, net of depreciation ($1,949 in 2013 and $16,412 in 2012)
    29,353       45,706  
Less accumulated depreciation
    (127,952 )     (145,614 )
Total real estate
    695,802       896,950  
Notes and interest receivable
               
Performing (including $66,431 in 2013 and $58,007 in 2012 from related parties)
    69,626       60,637  
Non-Performing
    543       723  
Less allowance for estimated losses (including $2,097 in 2013 and 2012, respectively, from related parties)
    (2,262 )     (2,262 )
Total notes and interest receivable
    67,907       59,098  
Cash and cash equivalents
    16,086       13,001  
Restricted cash
    31,799       33,983  
Investments in unconsolidated subsidiaries and investees
    1,697       5,439  
Receivable from related party
    52,380       -  
Other assets
    32,000       36,873  
Total assets
  $ 897,671     $ 1,045,344  
                 
Liabilities and Shareholders’ Equity
               
Liabilities:
               
Notes and interest payable
  $ 562,734     $ 733,152  
Notes related to assets held for sale
    17,100       18,915  
Notes related to subject to sales contracts
    23,011       55,976  
Payable to related party
    -       10,057  
Deferred revenue (from sales to related parties)
    53,096       53,096  
Accounts payable and other liabilities (including $4,697 in 2013 and $4,282 in 2012 from related parties)
    50,160       41,019  
      706,101       912,215  
                 
Shareholders’ equity:
               
Preferred Stock, authorized 10,000,000 shares, Series C: $.01 par value, authorized, issued and outstanding
30,000 shares in 2013 and 2012, respectively, (liquidation preference $100 per share). Series D: $0.01
par value, authorized, issued and outstanding 100,000 shares in 2013 and 2012, respectively
    1       1  
Common Stock, $.01 par value, authorized 10,000,000 shares; issued 8,413,669 in 2013 and 2012,
respectively, and outstanding 8,413,469 in 2013 and 2012, respectively
    84       84  
Treasury stock at cost; 200 shares in 2013 and 2012
    (2 )     (2 )
Paid-in capital
    271,720       272,774  
Retained earnings
    (98,029 )     (156,559 )
Total Transcontinental Realty Investors, Inc. shareholders' equity
    173,774       116,298  
Non-controlling interest
    17,796       16,831  
Total equity
    191,570       133,129  
Total liabilities and equity
  $ 897,671     $ 1,045,344