AMERICAN SPECTRUM
April 13, 2011
Ms. Cicely LaMothe
Branch Chief
Securities and Exchange Commission
Washington, D.C. 20549
Re: | American Spectrum Realty, Inc. |
Form 10-K for Year Ended December 31, 2009
File No. 001-16785
Dear Ms. LaMothe:
Thank you for your letter of March 28. We have the following responses:
Comments 1 and 2
Judging from your letter dated March 28, 2011 in comments 1 and 2, we have evidently created confusion concerning the number of limited liability companies ("LLCs") that we have consolidated in the 2010 10-K. We tried to answer your earlier letters precisely, but we understand that the facts and our answers have been confusing. We would like to start over to help us both understand what has transpired over the time we have been exchanging letters. The base line to start with is January 2010, when we acquired the right to manage 31 entities (27 LLCs and 4 limited partnerships).
In our 2010 10-K report, we consolidated 15 of the LLCs/LPs along with their underlying properties. Another five properties were also consolidated, but none of these properties had an LLC associated with it. Of the 15 LLCs and the underlying properties, four were LLCs in which we held an equity interest and 11 were LLCs in which we had no equity interest.
These numbers differ from the number of LLCs that we told you were ones with respect to which we had obtained approval to become the managing member of the LLC through a vote of the other members of the LLC; approval does not automatically mean that we would consolidate the LLC and the underlying property, since there are other criteria that must be met before a determination is made to consolidate. A copy of our consolidation policy was provided to you in our February 25, 2011 letter.
Specifically and probably most importantly, we have to believe that we will be able to continue to manage the property for an extended period of time and be able to receive management fees, leasing commissions and other fees. If we do not have a strong financial interest in the property, then we are not deemed to be the primary beneficiary, and the property does not qualify as a viable interest entity that we can consolidate. As an example, the property could be on its way to foreclosure or receivership, or the other members of the tenant in common group (not including the LLC member) could be opposed to continuing us as the manager; in such a case, we might choose to relinquish our management role. In fact, this has occurred. While we have a right to continue to manage the property in spite of opposition, as a practical matter it sometimes is not worth the time and effort to continue as a manager with strong opposition.
AMERICAN SPECTRUM REALTY, INC.
2401 Fountain View, Suite 510, Houston, Texas 77057
PH/ 713-706-6200 FX/713-706-6201
Ms. Cicely LaMothe
April 13, 2011
Page 2
Another criteria that must be met is a likelihood that we would have to provide capital to one of the properties in order to maintain our management role.
The following is an explanation of why we did not consolidate the other 16 (of the total 31) LLC/LP properties:
1. Senior housing or congregate care properties –
Two of the properties are congregate care facilities. These properties are very specialized properties. Managers have to be licensed by the respective state's department of health. Some of these facilities require some medical services. We are not licensed and frankly are not capable of managing these facilities. We act as an asset manager and hire specialized management companies to operate the facility. The great bulk of the management fees go to this property manager, so we have a much reduced financial interest in the property. We also do not have much authority to direct activities at the facility. Although we have received approval from the required number of other members of the LLC, in these cases we cannot consolidate the LLC or underlying property entity because we do not manage the property.
2. Cases in which the other members of the LLC did not approve us as the managing member –
In two cases, we have not yet received approval from the members of the LLC to be the manager. Accordingly, our status and ability to predict that we will be able to manage these two properties is in doubt, and it is not appropriate to consolidate these properties.
3. Cases in which we no longer manage the properties –
Five of the properties went into receivership and were taken over by the lender.
In six other cases, as discussed above, we decided not to continue as the property manager because the time and cost consumed in fighting the other members of the tenant in common group exceeded the benefit of continuing to manage the property.
In one case, we continue to manage the property but the tenant-in-common group elected another member to be the managing member so we only serve as property manager.
Ms. Cicely LaMothe
April 13, 2011
Page 3
Comment No. 3
The 16 entities (15 LLCs and one limited partnership) with properties that were not consolidated as of December 31, 2010 are passive entities with no active operations. Their sole business is to gather information from the tenant in common group to prepare the entities' tax returns. We do not receive any fees for this task, and the entities by and large are self-supporting, as the only cost is the preparation of the tax returns. These entities do not meet our criteria for consolidation primarily because our management responsibilities and fees are so minimal. We believe it best to account for these entities under the equity method. We do point out that only four of the 16 entities are accounted for in this way because they are the only ones in which we have an equity interest; we have no equity interest at all in the other 12 entities.
Comment No. 4
Attached as Exhibit A is the restatement footnote we filed in our 2010 Form 10-K on March 31, 2011. We only included line items that were impacted as a result of the restatement, and as such, was not intended to foot. It was our understanding that this was generally considered an appropriate method of presentation. We have also attached for your reference as Exhibit B, a complete presentation.
We hope that this letter clears up any confusion created by our prior letters. Of course, if you have further questions, we would be pleased to respond. We do think, however, that it might be beneficial to have a phone conversation with you because it may be easier to clear up any questions in a direct conversation. If you agree, please contact me and I will set up a conference call or I will call you in a few days to see if you think a phone conversation would be helpful. Otherwise, please advise us if you have any further questions.
Sincerely yours, /s/ Anthony Eppolito Anthony Eppolito Chief Financial Officer |
cc: | Yolanda Crittendon |
William J. Carden
Chip Werlein
Howard F. Hart
EXHIBIT A
NOTE 16. RESTATEMENT (UNAUDITED)
In connection with reviewing the January 2010 Evergreen transaction, the Company has determined that it should account for the transaction as the acquisition of a business and that several VIE’s should have been consolidated at periods through the nine months ended September 30, 2010.
The following tables summarize the impact of the restatement discussed above on the previously issued Consolidated Financial Statements as of, and for the periods ended March 31, June 30 and Sept 30, 2010 (dollars in thousands except per share data):
As Previously Reported | Adjustment | Restated | ||||||||||
Statement of Operations for the Three Months Ended Mar 31, 2010 | ||||||||||||
Rental revenue | $ | 8,183 | - | $ | 8,183 | |||||||
Third party management and transaction revenue | 1,104 | - | 1,104 | |||||||||
Total revenues | 9,211 | - | 9,211 | |||||||||
Property operating expense | 3,625 | - | 3,625 | |||||||||
Depreciation and amortization | 3,570 | 191 | 3,761 | |||||||||
Interest expense | 3,400 | - | 3,400 | |||||||||
Total expenses | 12,217 | 191 | 12,408 | |||||||||
Deferred income tax benefit | 1,134 | 70 | 1,204 | |||||||||
Net income attributable to non-controlling interests | (466 | ) | 32 | (434 | ) | |||||||
Net income attributable to American Spectrum Realty, Inc. | 509 | (89 | ) | 420 | ||||||||
Net income attributable to American Spectrum Realty, Inc. common stockholders | 449 | (89 | ) | 360 | ||||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | 0.18 | (0.03 | ) | $ | 0.15 | ||||||
Statement of Operations for the Three Months Ended Jun 30, 2010 | ||||||||||||
Rental revenue | $ | 7,603 | 489 | $ | 8,092 | |||||||
Third party management and transaction revenue | 1,221 | (19 | ) | 1,202 | ||||||||
Total revenues | 8,837 | 470 | 9,307 | |||||||||
Property operating expense | 3,913 | (3 | ) | 3,910 | ||||||||
Depreciation and amortization | 3,579 | 496 | 4,075 | |||||||||
Interest expense | 3,524 | 214 | 3,738 | |||||||||
Total expenses | 13,532 | 707 | 14,239 | |||||||||
Deferred income tax benefit | 1,762 | 105 | 1,867 | |||||||||
Net loss attributable to non-controlling interests | 878 | 11 | 889 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (2,055 | ) | (121 | ) | (2,176 | ) | ||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (2,115 | ) | (121 | ) | (2,236 | ) | ||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | (0.70 | ) | (0.04 | ) | $ | (0.74 | ) | ||||
Statement of Operations for the Six Months Ended Jun 30, 2010 | ||||||||||||
Rental revenue | $ | 15,786 | 489 | $ | 16,275 | |||||||
Third party management and transaction revenue | 2,235 | 71 | 2,306 | |||||||||
Total revenues | 18,048 | 470 | 18,518 | |||||||||
Property operating expense | 7,538 | (3 | ) | 7,535 | ||||||||
Depreciation and amortization | 7,149 | 687 | 7,836 | |||||||||
Interest expense | 6,924 | 214 | 7,138 |
Total expenses | 25,749 | 898 | 26,647 | |||||||||
Deferred income tax benefit | 2,896 | 175 | 3,071 | |||||||||
Net loss attributable to non-controlling interests | 412 | 43 | 455 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (1,546 | ) | (210 | ) | (1,756 | ) | ||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (1,666 | ) | (210 | ) | (1,876 | ) | ||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | (.52 | ) | (.07 | ) | $ | (.59 | ) | ||||
Statement of Operations for the Three Months Ended Sep 30, 2010 | ||||||||||||
Rental revenue | $ | 8,307 | 8,424 | $ | 16,731 | |||||||
Third party management and transaction revenue | 973 | (289 | ) | 684 | ||||||||
Total revenues | 9,420 | 8,135 | 17,555 | |||||||||
Property operating expense | 4,703 | 2,136 | 6,839 | |||||||||
Depreciation and amortization | 3,608 | 4,146 | 7,754 | |||||||||
Interest expense | 3,494 | 3,318 | 6,812 | |||||||||
Total expenses | 14,362 | 9,600 | 23,962 | |||||||||
Deferred income tax benefit | 1,697 | 105 | 1,802 | |||||||||
Net loss attributable to non-controlling interests | 1,092 | 1,241 | 2,333 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (2,153 | ) | (119 | ) | (2,272 | ) | ||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (2,213 | ) | (119 | ) | (2,332 | ) | ||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | (0.73 | ) | (.04 | ) | $ | (0.77 | ) | ||||
Statement of Operations for the Nine Months Ended Sep 30, 2010 | ||||||||||||
Rental revenue | $ | 24,093 | 8,913 | $ | 33,006 | |||||||
Third party management and transaction revenue | 3,208 | 218 | 3,426 | |||||||||
Total revenues | 27,468 | 8,605 | 36,073 | |||||||||
Property operating expense | 12,241 | 2,133 | 14,374 | |||||||||
Depreciation and amortization | 10,757 | 4,833 | 15,590 | |||||||||
Interest expense | 10,418 | 3,532 | 13,950 | |||||||||
Total expenses | 40,111 | 10,498 | 50,609 | |||||||||
Deferred income tax benefit | 4,593 | 280 | 4,873 | |||||||||
Net loss attributable to non-controlling interests | 1,504 | 1,284 | 2,788 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (3,699 | ) | (329 | ) | (4,028 | ) | ||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (3,879 | ) | (329 | ) | (4,208 | ) | ||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | (1.27 | ) | (.09 | ) | $ | (1.36 | ) | ||||
Balance Sheet as of March 31, 2010 | ||||||||||||
Real estate held for investment | $ | 252,375 | 21,925 | $ | 274,300 | |||||||
Accumulated depreciation | (75,673 | ) | (4 | ) | (75,677 | ) | ||||||
Restricted cash | 992 | 925 | 1,917 | |||||||||
Deferred tax asset | 8,348 | 70 | 8,418 | |||||||||
Investments in unconsolidated real estate assets from related parties | - | 375 | 375 | |||||||||
Purchased intangibles subject to amortization | 18,000 | (4,713 | ) | 13,287 | ||||||||
Goodwill | - | 4,003 | 4,003 | |||||||||
Prepaid and other assets, net | 10,956 | 940 | 118,966 | |||||||||
Total Assets | 227,944 | 23,521 | 251,465 | |||||||||
Notes payable | 203,863 | 15,234 | 219,097 | |||||||||
Accounts payable | 6,377 | 75 | 6,452 | |||||||||
Accrued and other liabilities | 8,431 | 848 | 9,279 | |||||||||
Total Liabilities | 220,114 | 16,157 | 236,271 | |||||||||
Accumulated deficit | (51,963 | ) | (89 | ) | (52,052 | ) | ||||||
Non-controlling interests | 11,976 | 7,453 | 19,429 | |||||||||
American Spectrum Realty, Inc. stockholders’ equity (deficit) | (5,931 | ) | (89 | ) | (6,020 | ) |
Total Equity (Deficit) | 6,045 | 7,364 | 13,409 | |||||||||
Total Liabilities and Equity (Deficit) | $ | 227,944 | 23,521 | $ | 251,465 | |||||||
Balance Sheet as of June 30, 2010 | ||||||||||||
Real estate held for investment | $ | 263,359 | 322,197 | $ | 585,556 | |||||||
Accumulated depreciation | (79,238 | ) | (218 | ) | (79,456 | ) | ||||||
Restricted cash | 992 | 3,371 | 4,363 | |||||||||
Tenant and other receivables, net of allowance for doubtful accounts | 1,314 | 262 | 1,576 | |||||||||
Deferred tax asset | 10,146 | 175 | 10,321 | |||||||||
Investments in unconsolidated real estate assets from related parties | 1,386 | 141 | 1,527 | |||||||||
Purchased intangibles subject to amortization | 18,000 | (4,994 | ) | 13,006 | ||||||||
Goodwill | - | 4,003 | 4,003 | |||||||||
Prepaid and other assets, net | 11,803 | 4,673 | 16,476 | |||||||||
Total Assets | 239,867 | 329,610 | 569,477 | |||||||||
Notes payable | 214,663 | 226,725 | 441,388 | |||||||||
Accounts payable | 6,125 | 3,227 | 9,352 | |||||||||
Accrued and other liabilities | 9,132 | 1,565 | 10,697 | |||||||||
Total Liabilities | 231,287 | 231,517 | 462,804 | |||||||||
Accumulated deficit | (54,018 | ) | (210 | ) | (54,228 | ) | ||||||
Non-controlling interests | 16,600 | 98,303 | 114,903 | |||||||||
American Spectrum Realty, Inc. stockholders’ equity (deficit) | (8,020 | ) | (210 | ) | (8,230 | ) | ||||||
Total Equity (Deficit) | 8,580 | 98,093 | 106,673 | |||||||||
Total Liabilities and Equity (Deficit) | $ | 239,867 | 329,610 | $ | 569,477 | |||||||
Balance Sheet as of September 30, 2010 | ||||||||||||
Real estate held for investment | $ | 280,033 | 338,471 | $ | 618,504 | |||||||
Accumulated depreciation | (82,344 | ) | (4,084 | ) | (86,428 | ) | ||||||
Restricted cash | 992 | 2,908 | 3,900 | |||||||||
Tenant and other receivables, net of allowance for doubtful accounts | 1,223 | 515 | 1,738 | |||||||||
Deferred tax asset | 11,883 | 280 | 12,163 | |||||||||
Investments in unconsolidated real estate assets from related parties | 142 | 129 | 271 | |||||||||
Purchased intangibles subject to amortization | 18,000 | (5,275 | ) | 12,725 | ||||||||
Goodwill | - | 4,003 | 4,003 | |||||||||
Prepaid and other assets, net | 12,821 | 5,860 | 18,681 | |||||||||
Total Assets | 253,736 | 342,807 | 596,543 | |||||||||
Notes payable | 221,187 | 240,509 | 461,696 | |||||||||
Accounts payable | 8,408 | 4,315 | 12,723 | |||||||||
Accrued and other liabilities | 11,008 | 1,168 | 12,176 | |||||||||
Total Liabilities | 242,298 | 245,992 | 488,290 | |||||||||
Accumulated deficit | (56,171 | ) | (329 | ) | (56,500 | ) | ||||||
Non-controlling interests | 21,641 | 97,144 | 118,785 | |||||||||
American Spectrum Realty, Inc. stockholders’ equity (deficit) | (10,203 | ) | (329 | ) | (10,532 | ) | ||||||
Total Equity (Deficit) | 11,438 | 96,815 | 108,253 | |||||||||
Total Liabilities and Equity (Deficit) | $ | 253,736 | 342,807 | $ | 596,543 |
EXHIBIT B
COMPLETE PRESENTATION
As Previously Reported | Adjustment | Restated | ||||||||||
Statement of Operations for the Three Months Ended Mar 31, 2010 | ||||||||||||
Rental revenue | $ | 8,183 | - | $ | 8,183 | |||||||
Third party management and transaction revenue | 964 | - | 964 | |||||||||
Interest and other income | 64 | - | 64 | |||||||||
Total revenues | 9,211 | - | 9,211 | |||||||||
Property operating expense | 3,625 | - | 3,625 | |||||||||
Corporate general and administrative | 1,622 | - | 1,622 | |||||||||
Depreciation and amortization | 3,570 | 191 | 3,761 | |||||||||
Interest expense | 3,400 | - | 3,400 | |||||||||
Total expenses | 12,217 | 191 | 12,408 | |||||||||
Loss from continuing operations before deferred income tax benefit | (3,006 | ) | (191 | ) | (3,197 | ) | ||||||
Deferred income tax benefit | 1,134 | 70 | 1,204 | |||||||||
Loss from continuing operations | (1,872 | ) | (121 | ) | (1,993 | ) | ||||||
Income from discontinued operations | 2,847 | - | 2,847 | |||||||||
Net income (loss), including non-controlling interests | 975 | (121 | ) | 854 | ||||||||
Net income attributable to non-controlling interests | (466 | ) | 32 | (434 | ) | |||||||
Net income attributable to American Spectrum Realty, Inc. | 509 | (89 | ) | 420 | ||||||||
Preferred stock dividend | (60 | ) | - | (60 | ) | |||||||
Net income attributable to American Spectrum Realty, Inc. common stockholders | 449 | (89 | ) | 360 | ||||||||
Basic and diluted per share data: | ||||||||||||
Loss from continuing operations attributable to American Spectrum Realty, Inc. common stockholders | (0.53 | ) | (0.03 | ) | (0.56 | ) | ||||||
Income from discontinued operations attributable to American Spectrum Realty, Inc. common stockholders | .71 | - | .71 | |||||||||
Net income attributable to American Spectrum Realty, Inc. common stockholders | $ | 0.18 | (0.03 | ) | $ | 0.15 | ||||||
Statement of Operations for the Three Months Ended Jun 30, 2010 | ||||||||||||
Rental revenue | $ | 7,603 | 489 | $ | 8,092 | |||||||
Third party management and transaction revenue | 1,221 | (19 | ) | 1,202 | ||||||||
Interest and other income | 13 | - | 13 | |||||||||
Total revenues | 8,837 | 470 | 9,307 | |||||||||
Property operating expense | 3,913 | (3 | ) | 3,910 | ||||||||
Corporate and administrative | 2,516 | - | 2,516 | |||||||||
Depreciation and amortization | 3,579 | 496 | 4,075 | |||||||||
Interest expense | 3,524 | 214 | 3,738 | |||||||||
Total expenses | 13,532 | 707 | 14,239 | |||||||||
Loss before deferred income tax benefit | (4,695 | ) | (237 | ) | (4,932 | ) | ||||||
Deferred income tax benefit | 1,762 | 105 | 1,867 |
Net loss, including noncontrolling interests | (2,933 | ) | (132 | ) | (3,065 | ) | ||||||
Net loss attributable to non-controlling interests | 878 | 11 | 889 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (2,055 | ) | (121 | ) | (2,176 | ) | ||||||
Preferred stock dividend | (60 | ) | - | (60 | ) | |||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (2,115 | ) | (121 | ) | (2,236 | ) | ||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | (0.70 | ) | (0.04 | ) | $ | (0.74 | ) | ||||
Statement of Operations for the Six Months Ended Jun 30, 2010 | ||||||||||||
Rental revenue | $ | 15,786 | 489 | $ | 16,275 | |||||||
Third party management and transaction revenue | 2,235 | (19 | ) | 2,216 | ||||||||
Interest and other income | 27 | - | 27 | |||||||||
Total revenues | 18,048 | 470 | 18,518 | |||||||||
Property operating expense | 7,538 | (3 | ) | 7,535 | ||||||||
Corporate general and administrative | 4,138 | - | 4,138 | |||||||||
Depreciation and amortization | 7,149 | 687 | 7,836 | |||||||||
Interest expense | 6,924 | 214 | 7,138 | |||||||||
Total expenses | 25,749 | 898 | 26,647 | |||||||||
Loss from continuing operations before deferred tax benefit | (7,701 | ) | (428 | ) | (8,129 | ) | ||||||
Deferred income tax benefit | 2,896 | 175 | 3,071 | |||||||||
Loss from continuing operations | (4,805 | ) | (253 | ) | (5,058 | ) | ||||||
Income from discontinued operations | 2,847 | - | 2,847 | |||||||||
Net loss, including noncontrolling interests | (1,958 | ) | (253 | ) | (2,211 | ) | ||||||
Net loss attributable to non-controlling interests | 412 | 43 | 455 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (1,546 | ) | (210 | ) | (1,756 | ) | ||||||
Preferred stock dividend | (120 | ) | - | (120 | ) | |||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (1,666 | ) | (210 | ) | (1,876 | ) | ||||||
Basic and diluted per share data: | ||||||||||||
Loss from continuing operations attributable to American Spectrum Realty, Inc. common stockholders | (1.23 | ) | (0.07 | ) | (1.30 | ) | ||||||
Income from discontinued operations attributable to American Spectrum Realty, Inc. common stockholders | .71 | - | .71 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. common stockholders | $ | (.52 | ) | (.07 | ) | $ | (.59 | ) | ||||
Statement of Operations for the Three Months Ended Sep 30, 2010 | ||||||||||||
Rental revenue | $ | 8,307 | 8,424 | $ | 16,731 | |||||||
Third party management and transaction revenue | 973 | (289 | ) | 684 | ||||||||
Interest and other income | 140 | - | 140 | |||||||||
Total revenues | 9,420 | 8,135 | 17,555 | |||||||||
Property operating expense | 4,703 | 2,136 | 6,839 |
Corporate general and administrative | 2,557 | - | 2,557 | |||||||||
Depreciation and amortization | 3,608 | 4,146 | 7,754 | |||||||||
Interest expense | 3,494 | 3,318 | 6,812 | |||||||||
Total expenses | 14,362 | 9,600 | 23,962 | |||||||||
Loss before deferred income tax benefit | (4,942 | ) | (1,465 | ) | (6,407 | ) | ||||||
Deferred income tax benefit | 1,697 | 105 | 1,802 | |||||||||
Net loss, including non-controlling interests | (3,245 | ) | (1,360 | ) | (4,605 | ) | ||||||
Net loss attributable to non-controlling interests | 1,092 | 1,241 | 2,333 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (2,153 | ) | (119 | ) | (2,272 | ) | ||||||
Preferred stock dividend | (60 | ) | - | (60 | ) | |||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (2,213 | ) | (119 | ) | (2,332 | ) | ||||||
Basic and diluted earnings per share attributable to American Spectrum Realty, Inc. common stockholders | $ | (0.73 | ) | (.04 | ) | $ | (0.77 | ) | ||||
Statement of Operations for the Nine Months Ended Sep 30, 2010 | ||||||||||||
Rental revenue | $ | 24,093 | 8,913 | $ | 33,006 | |||||||
Third party management and transaction revenue | 3,208 | (308 | ) | 2,900 | ||||||||
Interest and other income | 167 | - | 167 | |||||||||
Total revenues | 27,468 | 8,605 | 36,073 | |||||||||
Property operating expense | 12,241 | 2,133 | 14,374 | |||||||||
Corporate general and administrative | 6,695 | - | 6,695 | |||||||||
Depreciation and amortization | 10,757 | 4,833 | 15,590 | |||||||||
Interest expense | 10,418 | 3,532 | 13,950 | |||||||||
Total expenses | 40,111 | 10,498 | 50,609 | |||||||||
Loss from continuing operations before deferred tax benefit | (12,643 | ) | (1,893 | ) | (14,536 | ) | ||||||
Deferred income tax benefit | 4,593 | 280 | 4,873 | |||||||||
Loss from continuing operations | (8,050 | ) | (1,613 | ) | (9,663 | ) | ||||||
Income from discontinued operations | 2,847 | - | 2,847 | |||||||||
Net loss, including non-controlling interests | (5,203 | ) | (1,613 | ) | (6,816 | ) | ||||||
Net loss attributable to non-controlling interests | 1,504 | 1,284 | 2,788 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. | (3,699 | ) | (329 | ) | (4,028 | ) | ||||||
Preferred stock dividend | (180 | ) | - | (180 | ) | |||||||
Net loss attributable to American Spectrum Realty, Inc. common Stockholders | (3,879 | ) | (329 | ) | (4,208 | ) | ||||||
Basic and diluted per share data: | ||||||||||||
Loss from continuing operations attributable to American Spectrum Realty, Inc. common stockholders | (1.96 | ) | (0.09 | ) | (2.05 | ) | ||||||
Income from discontinued operations attributable to American Spectrum Realty, Inc. common stockholders | .69 | - | .69 | |||||||||
Net loss attributable to American Spectrum Realty, Inc. common stockholders | $ | (1.27 | ) | (.09 | ) | $ | (1.36 | ) |
Balance Sheet as of March 31, 2010 | ||||||||||||
Real estate held for investment | $ | 252,375 | 21,925 | $ | 274,300 | |||||||
Accumulated depreciation | (75,673 | ) | (4 | ) | (75,677 | ) | ||||||
Cash and cash equivalents | 5,058 | - | 5,058 | |||||||||
Restricted cash | 992 | 925 | 1,917 | |||||||||
Tenant and other receivables, net of allowance for doubtful accounts | 1,896 | - | 1,896 | |||||||||
Deferred rents receivable | 1,992 | - | 1,992 | |||||||||
Deferred tax asset | 8,348 | 70 | 8,418 | |||||||||
Investment in management company | 4,000 | - | 4,000 | |||||||||
Investments in unconsolidated real estate assets from related parties | - | 375 | 375 | |||||||||
Purchased intangibles subject to amortization | 18,000 | (4,713 | ) | 13,287 | ||||||||
Goodwill | - | 4,003 | 4,003 | |||||||||
Prepaid and other assets, net | 10,956 | 940 | 11,896 | |||||||||
Total Assets | 227,944 | 23,521 | 251,465 | |||||||||
Notes payable | 203,863 | 15,234 | 219,097 | |||||||||
Accounts payable | 6,377 | 75 | 6,452 | |||||||||
Liabilities related to insurance claims | 1,443 | - | 1,443 | |||||||||
Accrued and other liabilities | 8,431 | 848 | 9,279 | |||||||||
Total Liabilities | 220,114 | 16,157 | 236,271 | |||||||||
Non-controlling interest classified as temporary equity | 1,785 | - | 1,785 | |||||||||
Equity: | ||||||||||||
Preferred stock | 1 | - | 1 | |||||||||
Common stock | 34 | - | 34 | |||||||||
Additional paid-in capital | 49,092 | - | 49092 | |||||||||
Accumulated deficit | (51,963 | ) | (89 | ) | (52,052 | ) | ||||||
Treasury stock | (3,095 | ) | - | (3,095 | ) | |||||||
Total American Spectrum Realty, Inc. stockholders’ (deficit) equity | (5,931 | ) | (89 | ) | (6,020 | ) | ||||||
Non-controlling interests | 11,976 | 7,453 | 19,429 | |||||||||
Total Equity | 6,045 | 7,364 | 13,409 | |||||||||
Total Liabilities and Equity | $ | 227,944 | 23,521 | $ | 251,465 | |||||||
Balance Sheet as of June 30, 2010 | ||||||||||||
Real estate held for investment | $ | 263,359 | 322,197 | $ | 585,556 | |||||||
Accumulated depreciation | (79,238 | ) | (218 | ) | (79,456 | ) | ||||||
Cash and cash equivalents | 984 | - | 984 | |||||||||
Restricted cash | 992 | 3,371 | 4,363 | |||||||||
Deposits held in escrow for debt assumption | 947 | - | 947 | |||||||||
Tenant and other receivables, net of allowance for doubtful accounts | 1,314 | 262 | 1,576 | |||||||||
Deferred rents receivable | 2,004 | - | 2,004 | |||||||||
Deferred tax asset | 10,146 | 175 | 10,321 | |||||||||
Investment in management company | 4,000 | - | 4,000 | |||||||||
Investments in unconsolidated real estate assets from related parties | 1,386 | 141 | 1,527 | |||||||||
Purchased intangibles subject to amortization | 18,000 | (4,994 | ) | 13,006 | ||||||||
Goodwill | - | 4,003 | 4,003 | |||||||||
Notes receivable from related party | 1,400 | - | 1,400 | |||||||||
Interest receivable from related parties | 267 | - | 267 | |||||||||
Accounts receivable from related parties | 2,090 | - | 2,090 | |||||||||
Accounts receivable from Evergreen | 413 | - | 413 | |||||||||
Prepaid and other assets, net | 11,803 | 4,673 | 16,476 | |||||||||
Total Assets | 239,867 | 329,610 | 569,477 | |||||||||
Notes payable | 214,663 | 226,725 | 441,388 | |||||||||
Accounts payable | 6,125 | 3,227 | 9,352 | |||||||||
Liabilities related to insurance claims | 1,367 | - | 1,367 | |||||||||
Accrued and other liabilities | 9,132 | 1,565 | 10,697 | |||||||||
Total Liabilities | 231,287 | 231,517 | 462,804 |
Equity: | ||||||||||||
Preferred stock | 1 | - | 1 | |||||||||
Common stock | 34 | - | 34 | |||||||||
Additional paid-in capital | 49,058 | - | 49,058 | |||||||||
Accumulated deficit | (54,018 | ) | (210 | ) | (54,228 | ) | ||||||
Treasury stock | (3,095 | ) | - | (3,095 | ) | |||||||
American Spectrum Realty, Inc. stockholders’ equity (deficit) | (8,020 | ) | (210 | ) | (8,230 | ) | ||||||
Non-controlling interests | 16,600 | 98,303 | 114,903 | |||||||||
Total Equity (Deficit) | 8,580 | 98,093 | 106,673 | |||||||||
Total Liabilities and Equity (Deficit) | $ | 239,867 | 329,610 | $ | 569,477 | |||||||
Balance Sheet as of September 30, 2010 | ||||||||||||
Real estate held for investment | $ | 280,033 | 338,471 | $ | 618,504 | |||||||
Accumulated depreciation | (82,344 | ) | (4,084 | ) | (86,428 | ) | ||||||
Cash and cash equivalents | 1,013 | - | 1,013 | |||||||||
Restricted cash | 992 | 2,908 | 3,900 | |||||||||
Tenant and other receivables, net of allowance for doubtful accounts | 1,223 | 515 | 1,738 | |||||||||
Deferred rents receivable | 2,138 | - | 2,138 | |||||||||
Deferred tax asset | 11,883 | 280 | 12,163 | |||||||||
Investment in management company | 4,000 | - | 4,000 | |||||||||
Investments in unconsolidated real estate assets from related parties | 142 | 129 | 271 | |||||||||
Purchased intangibles subject to amortization | 18,000 | (5,275 | ) | 12,725 | ||||||||
Goodwill | - | 4,003 | 4,003 | |||||||||
Notes receivable from related party | 2,400 | - | 2,400 | |||||||||
Interest receivable from related parties | 267 | - | 267 | |||||||||
Accounts receivable from related parties | 754 | - | 754 | |||||||||
Accounts receivable from Evergreen | 414 | - | 414 | |||||||||
Prepaid and other assets, net | 12,821 | 5,860 | 18,681 | |||||||||
Total Assets | 253,736 | 342,807 | 596,543 | |||||||||
Notes payable | 221,187 | 240,509 | 461,696 | |||||||||
Accounts payable | 8,408 | 4,315 | 12,723 | |||||||||
Accounts payable to related parties | 372 | - | 372 | |||||||||
Liabilities related to insurance claims | 1,323 | - | 1,323 | |||||||||
Accrued and other liabilities | 11,008 | 1,168 | 12,176 | |||||||||
Total Liabilities | 242,298 | 245,992 | 488,290 | |||||||||
Equity: | ||||||||||||
Preferred stock | 1 | - | 1 | |||||||||
Common stock | 34 | - | 34 | |||||||||
Additional paid-in capital | 49,058 | - | 49,058 | |||||||||
Accumulated deficit | (56,171 | ) | (329 | ) | (56,500 | ) | ||||||
Treasury stock | (3,095 | ) | - | (3,095 | ) | |||||||
American Spectrum Realty, Inc. stockholders’ equity (deficit) | (10,203 | ) | (329 | ) | (10,532 | ) | ||||||
Non-controlling interests | 21,641 | 97,144 | 118,785 | |||||||||
Total Equity | 11,438 | 96,815 | 108,253 | |||||||||
Total Liabilities and Equity | $ | 253,736 | 342,807 | $ | 596,543 |