UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 1, 2016
CNL GROWTH PROPERTIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Maryland | 000-54686 | 26-3859644 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
450 South Orange Avenue
Orlando, Florida 32801
(Address of Principal Executive Offices; Zip Code)
Registrants telephone number, including area code: (407) 650-1000
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:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.01 | Completion of Acquisition or Disposition of Assets |
Sale of Whitehall Project
As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the Commission) on July 7, 2016, CNL Growth Properties, Inc., through an affiliate (the Company), entered into an agreement effective June 30, 2016 for the sale of approximately 13 acres of land located in southwest Charlotte, North Carolina, on which the Company developed, constructed and operated a multifamily community consisting of 298 class A garden-style apartments (the Whitehall Property). The sale price for the Whitehall Property was approximately $51.2 million.
On August 1, 2016, the Company completed the sale of the Whitehall Property with BEL Whitehall LLC, an unaffiliated third party. The net cash to the Company from the sale of the Whitehall Property is approximately $22.0 million after repayment of approximately $28.1 million of debt, closing costs, reserves and adjustments.
Sale of Patterson Place and Aura Castle Hills Properties
The Company also completed the sales of the Patterson Place and Aura Castle Hill Properties, as previously reported in Current Reports on Form 8-K filed with the Commission on June 28, 2016 and July 27, 2016, respectively.
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On August 4, 2016, CNL Growth Properties, Inc. (the Company) held its 2016 Annual Meeting of Stockholders (the Annual Meeting) at its principal offices in Orlando, Florida. Of the 22,526,171.665 shares of the Companys common stock that were issued and outstanding as of the record date and entitled to vote at the Annual Meeting, a total of 17,126,346 shares (approximately 76.02%) were present in person or represented by proxy at the Annual Meeting, constituting a quorum for the transaction of business.
At the Annual Meeting, the stockholders voted on the following proposals: (i) the plan of liquidation and dissolution of the Company, including the sale of all of the Companys assets and dissolution of the Company contemplated thereby (the Plan of Dissolution Proposal), (ii) the adjournment of the Annual Meeting, even if a quorum is present, to solicit additional votes to approve the Plan of Dissolution Proposal, if necessary (the Adjournment Proposal), (iii) the election of the three (3) nominees listed below to serve on the board of directors of the Company until the 2017 Annual Meeting of Stockholders and until their successors shall have been duly elected and qualified, and (iv) ratification of the selection of PricewaterhouseCoopers LLP as the Companys independent registered certified public accounting firm for the fiscal year ending December 31, 2016.
Under the Companys charter and bylaws, the vote necessary for the Adjournment Proposal, the election of directors and the ratification of PricewaterhouseCoopers LLP is a majority of the votes cast at a meeting at which a quorum is present, and the vote necessary for the Plan of Dissolution Proposal is the affirmative vote of a majority of the holders of the shares of our common stock outstanding on the record date and entitled to vote thereon. Broker non-votes are considered present for purposes of determining a quorum and had the effect of a vote against the Plan of Dissolution Proposal. Broker non-votes are not counted as votes cast, and accordingly, for the Adjournment Proposal and the election of directors, broker non-votes had no effect on the results of the election. With respect to the vote on the proposal to ratify PricewaterhouseCoopers LLP, abstentions are not counted as votes cast, and accordingly, had no effect on the results of the vote to ratify PricewaterhouseCoopers LLP.
The voting results, as certified in the Final Report of the Inspectors of Election, are as follows:
I. | The vote on the Plan of Dissolution Proposal was: |
For |
Against |
Abstained |
Broker Non-Votes | |||
11,783,485 | 232,302 | 375,957 | 4,734,602 |
II. | The vote on the Adjournment Proposal was: |
For |
Against |
Abstained |
Broker Non-Votes | |||
11,697,661 | 327,401 | 366,683 | 4,734,601 |
2
III. | The vote to elect three directors of the Company, for a term expiring at the 2017 Annual Meeting of stockholders and until his successor is duly elected and qualified, was: |
Director Nominees: |
For | Withheld | Broker Non-Votes | |||||||||
Thomas K. Sittema |
11,874,951 | 516,795 | 4,734,600 | |||||||||
Stephen P. Elker |
11,885,229 | 506,517 | 4,734,600 | |||||||||
James P. Dietz |
11,889,028 | 502,718 | 4,734,600 |
IV. | The vote on the ratification of PricewaterhouseCoopers LLP, as the Companys independent registered certified public accounting firm for the fiscal year ending December 31, 2016, was: |
For |
Against |
Abstained | ||
16,822,809 |
74,756 | 228,781 |
No other business was transacted at the Annual Meeting.
Item 9.01 | Financial Statements and Exhibits. |
(b) | Pro forma financial information. |
The Companys unaudited pro forma condensed consolidated balance sheet at March 31, 2016 illustrates the estimated effects of the sales of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property referred to in Item 2.01 above (the Transactions) as if they had occurred on such date.
The unaudited pro forma condensed consolidated statements of operations for the three months ended March 31, 2016 and for the year ended December 31, 2015 (collectively, the Pro Forma Periods) include certain pro forma adjustments to illustrate the estimated effect of the Transactions as if they had occurred on the first day of each of the Pro Forma Periods.
The unaudited pro forma condensed consolidated balance sheet and statements of operations are presented for informational purposes only and do not purport to be indicative of the Companys financial results as if the Transactions reflected herein had occurred on the first date of or been in effect during the Pro Forma Periods. Further, the unaudited pro forma condensed consolidated balance sheet and statements of operations should not be viewed as indicative of the Companys financial results in the future; and they should be read in conjunction with the Companys financial statements as filed with the Commission on Form 10-Q for the three months ended March 31, 2016 and on Form 10-K for the year ended December 31, 2015.
3
CNL GROWTH PROPERTIES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
MARCH 31, 2016
Historical March 31, 2016 |
Aura Castle Hills and REALM Patterson Place Properties Sold Pro Forma Adjustments |
Whitehall Property Sold Pro Forma Adjustments |
Pro Forma March 31, 2016 |
|||||||||||||
ASSETS | ||||||||||||||||
Real estate assets, net: |
||||||||||||||||
Operating real estate assets, net (including VIEs $207,511,336) |
$ | 213,714,473 | $ | | $ | | $ | 213,714,473 | ||||||||
Construction in process, including land (including VIEs $100,956,374) |
105,003,842 | | | 105,003,842 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total real estate assets, net |
318,718,315 | | | 318,718,315 | ||||||||||||
Real estate held for sale (including VIEs $95,681,506) |
123,579,256 | (68,794,402 | ) (a) | (25,448,515 | ) (a) | 29,336,339 | ||||||||||
Cash and cash equivalents (including VIEs $8,619,830) |
19,565,299 | 109,888,825 | (a) | 50,739,350 | (a) | |||||||||||
(51,158,763 | ) (b) | (28,563,005 | ) (b) | 100,471,706 | ||||||||||||
Restricted cash (including VIEs $635,654) |
1,060,973 | | | 1,060,973 | ||||||||||||
Other assets (including VIEs $874,964) |
1,275,149 | | | 1,275,149 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Assets |
$ | 464,198,992 | $ | (10,064,340 | ) | $ | (3,272,170 | ) | $ | 450,862,482 | ||||||
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|
|
|
|
|
|
|
|||||||||
LIABILITIES AND EQUITY | ||||||||||||||||
Liabilities: |
||||||||||||||||
Mortgages and construction notes payable (including VIEs $264,894,436) |
$ | 292,646,650 | $ | (51,019,282 | ) (b) | $ | (28,215,000 | ) (b) | ||||||||
54,017 | (b) | 462,806 | (b) | $ | 213,929,191 | |||||||||||
Accrued development costs (including VIEs $18,573,164) |
18,573,164 | | | 18,573,164 | ||||||||||||
Due to related parties |
1,671,793 | | | 1,671,793 | ||||||||||||
Accounts payable and other accrued expenses (including VIEs $4,265,103) |
4,942,328 | (139,481 | ) (b) | (66,827 | ) (b) | 4,736,020 | ||||||||||
Other liabilities (including VIEs $637,766) |
734,247 | | | 734,247 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Liabilities |
318,568,182 | (51,104,746 | ) | (27,819,021 | ) | 239,644,415 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Commitments and contingencies |
||||||||||||||||
Equity: |
||||||||||||||||
Stockholders equity: |
||||||||||||||||
Preferred stock, $.01 par value per share, authorized and unissued 200,000,000 shares |
| | | | ||||||||||||
Common stock, $0.01 par value per share, 1,120,000,000 shares authorized; 22,702,363 issued and 22,526,171 outstanding |
225,262 | | | 225,262 | ||||||||||||
Capital in excess of par value |
170,792,081 | | | 170,792,081 | ||||||||||||
Accumulated earnings |
17,290,706 | 18,534,164 | (a) | 25,290,835 | (a) | |||||||||||
(33,952 | ) (b) | (743,984 | ) (b) | 60,337,769 | ||||||||||||
Accumulated cash distributions |
(67,578,518 | ) | | | (67,578,518 | ) | ||||||||||
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|
|
|
|
|
|
|||||||||
Total Stockholders Equity |
120,729,531 | 18,500,212 | 24,546,851 | 163,776,594 | ||||||||||||
Noncontrolling interest |
24,901,279 | 22,560,259 | (a) | | (a) | |||||||||||
(20,065 | ) (b) | | (b) | 47,441,473 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Equity |
145,630,810 | 41,040,406 | 24,546,851 | 211,218,067 | ||||||||||||
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|
|
|
|
|
|
|||||||||
Total Liabilities and Equity |
$ | 464,198,992 | $ | (10,064,340 | ) | $ | (3,272,170 | ) | $ | 450,862,482 | ||||||
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|
|
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|
The abbreviation VIEs above means Variable Interest Entities.
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
4
CNL GROWTH PROPERTIES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2016
Historical March 31, 2016 |
Aura Castle Hills and REALM Patterson Place Properties Sold Pro Forma Adjustments (a) |
Whitehall Property Sold Pro Forma Adjustments (a) |
Pro Forma March 31, 2016 |
|||||||||||||
Revenues: |
||||||||||||||||
Rental income from operating leases |
$ | 8,064,713 | $ | (2,114,528 | ) | $ | (963,456 | ) | $ | 4,986,729 | ||||||
Other property revenue |
623,362 | (191,929 | ) | (96,510 | ) | 334,923 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total revenues |
8,688,075 | (2,306,457 | ) | (1,059,966 | ) | 5,321,652 | ||||||||||
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|
|
|
|
|
|
|||||||||
Expenses: |
||||||||||||||||
Property operating expenses |
4,395,400 | (853,873 | ) | (391,912 | ) | 3,149,615 | ||||||||||
General and administrative |
1,214,343 | (12,516 | ) | (3,429 | ) | 1,198,398 | ||||||||||
Asset management fees, net of amounts capitalized |
654,145 | (128,513 | ) (b) | (71,088 | ) (b) | 454,544 | ||||||||||
Property management fees |
413,828 | (69,103 | ) | (30,351 | ) | 314,374 | ||||||||||
Depreciation |
2,054,519 | (335,723 | ) | (117,820 | ) | 1,600,976 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total expenses |
8,732,235 | (1,399,728 | ) | (614,600 | ) | 6,717,907 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Operating loss |
(44,160 | ) | (906,729 | ) | (445,366 | ) | (1,396,255 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Other income (expense): |
||||||||||||||||
Fair value adjustments and other expense |
(10,741 | ) | | 98 | (10,643 | ) | ||||||||||
Interest expense and loan cost amortization, net of amounts capitalized |
(1,567,019 | ) | 365,761 | (c) | 184,861 | (c) | (1,016,397 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total other income (expense) |
(1,577,760 | ) | 365,761 | 184,959 | (1,027,040 | ) | ||||||||||
Income tax expense |
(116,654 | ) | 5,417 | | (111,237 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Loss from continuing operations |
(1,738,574 | ) | (535,551 | ) | (260,407 | ) | (2,534,532 | ) | ||||||||
Net loss from continuing operations attributable to noncontrolling interests |
134,055 | 176,558 | | 310,613 | ||||||||||||
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|
|
|
|
|
|||||||||
Net loss from continuing operations attributable to common stockholders |
$ | (1,604,519 | ) | $ | (358,993 | ) | $ | (260,407 | ) | $ | (2,223,919 | ) | ||||
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|
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|
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Net loss per share of common stock (basic and diluted) from continuing operations |
$ | (0.07 | ) | $ | (0.10 | ) | ||||||||||
|
|
|
|
|||||||||||||
Weighted average number of shares of common stock outstanding (basic and diluted) |
22,526,171 | 22,526,171 | ||||||||||||||
|
|
|
|
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
5
CNL GROWTH PROPERTIES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2015
Historical December 31, 2015 |
Aura Castle Hills and REALM Patterson Place Property Sold Pro Forma Adjustments (a) |
Whitehall Property Sold Pro Forma Adjustments (a) |
Pro Forma December 31, 2015 |
|||||||||||||
Revenues: |
||||||||||||||||
Rental income from operating leases |
$ | 30,473,600 | $ | (7,307,659 | ) | $ | (3,730,462 | ) | $ | 19,435,479 | ||||||
Other property revenue |
2,473,481 | (679,317 | ) | (333,208 | ) | 1,460,956 | ||||||||||
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|
|||||||||
Total revenues |
32,947,081 | (7,986,976 | ) | (4,063,670 | ) | 20,896,435 | ||||||||||
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|
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|
|||||||||
Expenses: |
||||||||||||||||
Property operating expenses |
16,462,866 | (3,376,685 | ) | (1,455,321 | ) | 11,630,860 | ||||||||||
General and administrative |
3,210,332 | (12,543 | ) | (10,479 | ) | 3,187,310 | ||||||||||
Asset management fees, net of amounts capitalized |
2,348,250 | (513,727 | ) (b) | (284,352 | ) (b) | 1,550,171 | ||||||||||
Property management fees |
1,262,453 | (252,161 | ) | (116,315 | ) | 893,977 | ||||||||||
Acquisition fees and expenses, net of amounts capitalized |
16,462 | | | 16,462 | ||||||||||||
Depreciation |
10,433,749 | (2,537,908 | ) | (1,402,513 | ) | 6,493,328 | ||||||||||
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|
|||||||||
Total expenses |
33,734,112 | (6,693,024 | ) | (3,268,980 | ) | 23,772,108 | ||||||||||
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|
|||||||||
Operating loss |
(787,031 | ) | (1,293,952 | ) | (794,690 | ) | (2,875,673 | ) | ||||||||
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|
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Other income (expense): |
||||||||||||||||
Fair value adjustments and other (expense) income |
(16,476 | ) | 2 | 7,494 | (8,980 | ) | ||||||||||
Interest expense and loan cost amortization, net of capitalized |
(5,127,058 | ) | 1,287,749 | (c) | 616,050 | (c) | (3,223,259 | ) | ||||||||
Loss on extinguishment of debt |
(87,047 | ) | | | (87,047 | ) | ||||||||||
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|||||||||
Total other income (expense) |
(5,230,581 | ) | 1,287,751 | 623,544 | (3,319,286 | ) | ||||||||||
Income tax expense |
(89,192 | ) | 27,674 | | (61,518 | ) | ||||||||||
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|||||||||
Loss before gains on sale of real estate and easement |
(6,106,804 | ) | 21,473 | (171,146 | ) | (6,256,477 | ) | |||||||||
Gain on sale of real estate, net of tax of $1,224,844 |
61,208,195 | | | 61,208,195 | ||||||||||||
Gain on easement |
603,400 | | | 603,400 | ||||||||||||
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|
|||||||||
Net income (loss) from continuing operations |
55,704,791 | 21,473 | (171,146 | ) | 55,555,118 | |||||||||||
Net loss from continuing operations attributable to noncontrolling interests |
(37,899,343 | ) | 312,808 | | (37,586,535 | ) | ||||||||||
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|
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Net loss from continuing attributable to common stockholders |
$ | 17,805,448 | $ | 334,281 | $ | (171,146 | ) | $ | 17,968,583 | |||||||
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|
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Net loss per share of common stock (basic and diluted) from continuing operations |
$ | 0.79 | $ | 0.80 | ||||||||||||
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|
|
|||||||||||||
Weighted average number of shares of common stock outstanding (basic and diluted) |
22,526,171 | 22,526,171 | ||||||||||||||
|
|
|
|
See accompanying notes to unaudited pro forma condensed consolidated financial statements.
6
CNL GROWTH PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. | Basis of Presentation |
The accompanying unaudited pro forma condensed consolidated balance sheet of the Company is presented as if the disposition of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property described in Note 2. Pro Forma Transactions had occurred as of March 31, 2016. The accompanying unaudited pro forma condensed consolidated statements of operations of the Company are presented for the three months ended March 31, 2016 and for the year ended December 31, 2015 (the Pro Forma Periods), and include certain pro forma adjustments to illustrate the estimated effect of the Companys dispositions, described in Note 2. Pro Forma Transactions, as if they had occurred as of the first day of the Pro Forma Periods. The amounts included in the historical columns represent the Companys historical balance sheet and operating results for the respective Pro Forma Periods presented.
The accompanying unaudited pro forma condensed consolidated financial statements have been prepared in accordance with Article 11 of Regulation S-X and do not include all of the information and note disclosures required by generally accepted accounting principles of the United States (GAAP). Pro forma financial information is intended to provide information about the continuing impact of a transaction by showing how a specific transaction or group of transactions might have affected historical financial statements. Pro forma financial information illustrates only the isolated and objectively measurable (based on historically determined amounts) effects of a particular transaction, and excludes effects based on judgmental estimates of how historical management practices and operating decisions may or may not have changed as a result of the transaction. Therefore, pro forma financial information does not include information about the possible or expected impact of current actions taken by management in response to the pro forma transaction, as if managements actions were carried out in previous reporting periods.
This unaudited pro forma condensed consolidated financial information is presented for informational purposes only and does not purport to be indicative of the Companys financial results or financial position as if the transactions reflected herein had occurred, or been in effect during the Pro Forma Periods. In addition, this unaudited pro forma condensed consolidated financial information should not be viewed as indicative of the Companys expected financial results for future periods.
2. | Pro Forma Transactions |
On June 15, 2016, the Patterson Place Joint Venture entered into a purchase and sale agreement with Patterson Multifamily Durham, LP, an unaffiliated third party, for the sale of the Patterson Place Property. The purchase price for the Patterson Place Property is $60.0 million excluding transaction costs.
On June 22, 2016, the Patterson Place Joint Venture completed the sale of the Patterson Place Property.
On May 24, 2016, the Aura Castle Hills Joint Venture entered into a purchase and sale agreement with EGW Castle Hills, LP, an unaffiliated third party, for the sale of the Aura Castle Hills Property. The purchase price for the Aura Castle Hills Property is approximately $51.25 million excluding transaction costs.
On June 29, 2016, the Aura Castle Hills Joint Venture completed the sale of the Aura Castle Hills Property.
On June 30, 2016, the Company entered into a purchase and sale agreement with Bel Whitehall LLC, an unaffiliated third party, for the sale of the Whitehall Property. The purchase price for the Whitehall Property is approximately $51.2 million excluding transaction costs.
On August 1, 2016, the Company completed the sale of the Whitehall Property.
7
CNL GROWTH PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3. | Adjustments to Unaudited Pro Forma Condensed Consolidated Balance Sheet |
The adjustments to the Unaudited Pro Forma Condensed Consolidated Balance Sheet represent adjustments needed to the Companys historical balance sheet as if the completed disposition of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property occurred as of March 31, 2016.
(a) | These adjustments reflect the net sales proceeds received from the completed disposition of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property and the elimination of the related account balances as if the sales were consummated as of March 31, 2016. Accumulated earnings has been increased to reflect the receipt of net cash proceeds and removal of assets and liabilities related to the sales, as follows: |
Aura Castle Hills and REALM Patterson Place Properties Sold |
Whitehall Property Sold |
|||||||
Sale Price |
$ | 111,250,000 | $ | 51,200,000 | ||||
Closing and transaction costs |
(1,361,175 | ) | (460,650 | ) | ||||
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|
|
|
|||||
Net sales proceeds |
109,888,825 | 50,739,350 | ||||||
Net book value |
(68,794,402 | ) | (25,448,515 | ) | ||||
|
|
|
|
|||||
Gain on sale |
$ | 41,094,423 | $ | 25,290,835 | ||||
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|
|
(b) | These adjustments reflect the use of a portion of the net cash proceeds received from the completed sale of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property to pay down existing indebtedness, including accrued interest and prepayment penalty, and to eliminate loan costs and other assets related to the existing indebtedness. |
4. | Adjustments to Unaudited Pro Forma Condensed Consolidated Statement of Operations |
The adjustments to the unaudited pro forma condensed consolidated statement of operations represent adjustments needed to the Companys historical results to remove the historical operating results of the completed sale of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property as if they had occurred on the first day of the Pro Forma Period presented.
(a) | Except as described in (b) and (c) below, these amounts represent the elimination of the operations on the completed sale of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property from the historical amounts for the three months ended March 31, 2016 and for the year ended December 31, 2015, to give effect to the completed sale of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property as if the sales occurred on the first day of the first Pro Forma Period presented. The Patterson Place, Aura Castle Hills and Whitehall Properties were classified in continuing operations because the proposed dispositions of these three properties would neither cause a strategic shift in the Company, nor are they considered to have a major impact on the Companys business. Therefore, they do not qualify as discontinued operations under ASU 2014-08. |
(b) | Amount includes the elimination of asset management fee expenses, calculated at 0.08334% monthly on the invested assets value of the Patterson Place, Aura Castle Hills and Whitehall Properties for the three months ended March 31, 2016 and for the year ended December 31, 2015. These fees were historically paid by the Company to its advisor and would not have been incurred subsequent to the disposition of these assets. |
(c) | Represents the elimination of interest expense and loan cost amortization to reflect the use of net cash proceeds from the completed sale of the Patterson Place Property, Aura Castle Hills Property and Whitehall Property, to retire indebtedness that was collateralized the Patterson Place and Aura Castle Hills Properties as if the sales occurred on the first day of the first Pro Forma Period presented. |
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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 hereunto duly authorized.
Date: August 5, 2016 | CNL GROWTH PROPERTIES, INC. a Maryland corporation | |||||
By: | /s/ Tammy J. Tipton | |||||
Tammy J. Tipton Chief Financial Officer |
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