Exhibit 99.2
THOMAS PROPERTIES GROUP, INC. ANNOUNCES
FIRST QUARTER 2013 RESULTS
Thomas Properties Group, Inc. (Nasdaq: TPGI) reported today the results of operations for the quarter ended March 31, 2013.
The results of operations presented in this release include TPGI’s results of operations for three months ended March 31, 2013 and 2012. The consolidated net loss for the three months ended March 31, 2013 was $9.0 million or $0.20 per share compared to consolidated net loss of $3.1 million or $0.09 per share for the three months ended March 31, 2012. The increase in the consolidated net loss during the three months ended March 31, 2013 compared to the three months ended March 31, 2012 was primarily due to an increase in general and administrative expenses of $3.25 million to settle a professional fee claim. Additionally, there was a $0.8 million impairment charge to reduce the book value of Campus El Segundo, a development currently held for sale, to estimated net sales proceeds, with no comparable impairment charge in 2012. There was also an overall decrease of $2.7 million from equity in net income (loss) of unconsolidated real estate entities due to our increased ownership interest in the Austin properties from 6.25% to an effective interest of 33.3%.
TPGI's share of after tax cash flow (“ATCF”) for the three months ended March 31, 2013 was $0.1 million or $0.00 per share compared to ATCF of $1.7 million or $0.05 per share for the three months ended March 31, 2012. The decrease in ATCF per share for the three months ended March 31, 2013 compared to the three months ended March 31, 2012 was primarily the result of the overall reduction in consolidated net income described above for the three months ended March 31, 2013 compared to the same period in the prior year, and the increased number of shares of our common stock outstanding resulting from the issuance of common stock in 2012. The Company defines ATCF (a non-GAAP financial measure) as net income (loss) excluding the following items: noncontrolling interests, deferred income tax expense (benefit), non-cash charges for depreciation and amortization and asset impairment, amortization of loan costs, non-cash compensation expense, adjustments to recognize rental revenues using the straight-line method, adjustments to rental revenue to reflect the fair market value of rents, and gain from extinguishment of debt. ATCF is further described in note (a) and reconciled to net income (loss) in the financial statements below.
“During the first quarter of 2013, we closed the sales of two land parcels at Four Points Centre in Austin, Texas, as well as three suburban properties owned by our TPG/CalSTRS Austin partnership,” remarked Jim Thomas, Chairman and CEO. “These sales represent further progress in achieving our goal of disposing of non-strategic assets. We successfully refinanced our Two Commerce Square property in Philadelphia, and have continued to sell condominium units at Murano. We are concentrating on increasing the cash flow of our portfolio through acquisitions, improved occupancies and higher rental rates.”
Supplemental Materials
The Company publishes a Supplemental Financial Information package which is available at www.tpgre.com in the Investor Relations tab, Supplemental Financial Information section. The Company also provides an estimated net asset value workbook, available for download at www.tpgre.com in the Investor Relations tab, NAV Workbook section.
Teleconference and Webcast
TPGI will hold a quarterly earnings conference call on Tuesday, May 7, 2013 at 10:00 a.m. Pacific Time. To participate in the call, dial (800) 706-7745 and (617) 614-3472 internationally, and provide confirmation code 50767665.
A live webcast (listen only mode) of the conference call will also be available at that time. A hyperlink to the live webcast will be available from the Investor Relations section of our website at www.tpgre.com. A replay of the call will be available through May 28, 2013, by calling (888) 286-8010 and (617) 801-6888 internationally, and providing confirmation code 43698194. The replay will also be available on Thomas Properties Group, Inc.’s web site at www.tpgre.com. The webcast is also being distributed through the Thomson StreetEvents Network. Individual investors can listen to the call at www.earnings.com, Thomson’s individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson StreetEvents (www.streetevents.com), a password-protected event management site.
About Thomas Properties Group, Inc.
Thomas Properties Group, Inc., with headquarters in Los Angeles, is a full-service real estate company that owns, acquires, develops and manages primarily office, as well as mixed-use properties on a nationwide basis. The Company’s primary areas of focus are the acquisition and ownership of interests in premier office properties, property development and redevelopment, and property and investment management activities. For more information on Thomas Properties Group, Inc., visit www.tpgre.com.
Forward Looking Statements
Statements made in this press release or during the quarterly earnings conference call that are not historical may contain forward-looking statements. Although TPGI believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, these statements are subject to numerous risks and uncertainties. Factors that could cause actual results to differ materially from TPGI’s expectations include actual and perceived trends in various national and economic conditions that affect global and regional markets for commercial real estate services (including interest rates), the availability of debt and equity investors to finance commercial real estate transactions, our ability to enter into or renew leases at favorable rates, which can be impacted by the financial condition of our tenants, risks associated with the success of our development and property redevelopment projects, general volatility in the securities and credit markets, and the impact of tax laws affecting real estate. For a discussion of some of the factors that may cause our results to differ from management’s expectations, see the information under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K for the year ended December 31, 2012 which is filed with the Securities and Exchange Commission. TPGI disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
THOMAS PROPERTIES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(unaudited)
|
| | | | | | | |
| | Three months ended |
| | March 31, |
| | 2013 | | 2012 |
| Revenues: | | | |
| Rental | $ | 7,389 |
| | $ | 7,846 |
|
| Tenant reimbursements | 5,576 |
| | 5,421 |
|
| Parking and other | 1,380 |
| | 740 |
|
| Investment advisory, management, leasing and development services | 892 |
| | 931 |
|
Investment advisory, management, leasing and development services - unconsolidated real estate entities | 3,104 |
| | 4,102 |
|
| Reimbursement of property personnel costs | 1,130 |
| | 1,511 |
|
| Condominium sales | 4,398 |
| | 919 |
|
| Total revenues | 23,869 |
| | 21,470 |
|
| Expenses: | | | |
| Property operating and maintenance | 6,618 |
| | 6,264 |
|
| Real estate and other taxes | 1,995 |
| | 1,920 |
|
| Investment advisory, management, leasing and development services | 1,920 |
| | 2,994 |
|
| Reimbursable property personnel costs | 1,130 |
| | 1,511 |
|
| Cost of condominium sales | 3,638 |
| | 672 |
|
| Interest | 3,941 |
| | 4,238 |
|
| Depreciation and amortization | 4,192 |
| | 3,510 |
|
| General and administrative | 7,927 |
| | 4,239 |
|
| Impairment loss | 753 |
| | — |
|
| Total expenses | 32,114 |
| | 25,348 |
|
| Interest income | 23 |
| | 5 |
|
| Equity in net income (loss) of unconsolidated real estate entities | (2,756 | ) | | (22 | ) |
| Gain (loss) on sale of real estate | (700 | ) | | — |
|
| Income (loss) before income taxes and noncontrolling interests | (11,678 | ) | | (3,895 | ) |
| Benefit (provision) for income taxes | (22 | ) | | (43 | ) |
| Net income (loss) | (11,700 | ) | | (3,938 | ) |
| Noncontrolling interests' share of net (income) loss: | | | |
| Unitholders in the Operating Partnership | 2,422 |
| | 1,041 |
|
| Partners in consolidated real estate entities | 309 |
| | (223 | ) |
| | 2,731 |
| | 818 |
|
| TPGI's share of net income (loss) | $ | (8,969 | ) | | $ | (3,120 | ) |
| Income (loss) per share - basic and diluted | $ | (0.20 | ) | | $ | (0.09 | ) |
| Weighted average common shares - basic and diluted | 45,826,728 |
| | 36,737,276 |
|
| | | | |
| Reconciliation of net income (loss) to ATCF (a): | | | |
| Net income (loss) | $ | (8,969 | ) | | $ | (3,120 | ) |
| Adjustments: | | | |
| Income tax (benefit) provision | 22 |
| | 43 |
|
| Noncontrolling interests - unitholders in the Operating Partnership | (2,422 | ) | | (1,041 | ) |
| Depreciation and amortization | 4,192 |
| | 3,510 |
|
| Amortization of loan costs | 162 |
| | 160 |
|
| Non-cash compensation expense | 953 |
| | 648 |
|
|
| | | | | | | |
| | Three months ended |
| | March 31, |
| | 2013 | | 2012 |
| Straight-line rent adjustments | 327 |
| | (267 | ) |
| Adjustments to reflect the fair market value of rent | 41 |
| | 8 |
|
| Impairment loss | 753 |
| | — |
|
| (Gain) loss on sale of real estate | 700 |
| | — |
|
| Unconsolidated real estate entities at TPGI's share: | | | |
| Depreciation and amortization | 7,414 |
| | 2,367 |
|
| Depreciation and amortization from discontinued operations | 233 |
| | 173 |
|
| Amortization of loan costs | (55 | ) | | 76 |
|
| Amortization of loan costs from discontinued operations | — |
| | 5 |
|
| Straight-line rent adjustments | (692 | ) | | (13 | ) |
| Straight-line rent adjustments from discontinued operations | (31 | ) | | (5 | ) |
| Adjustments to reflect the fair market value of rent | (924 | ) | | (232 | ) |
Adjustments to reflect the fair market value of rent from discontinued operations | 12 |
| | (16 | ) |
| (Gain) loss on sale of real estate | (1 | ) | | — |
|
| Noncontrolling interests' share: | | | |
| Depreciation and amortization | (1,967 | ) | | — |
|
| Depreciation and amortization from discontinued operations | (86 | ) | | |
| Amortization of loan costs | 28 |
| | — |
|
| Straight-line rent adjustments | 221 |
| | — |
|
| Straight-line rent adjustments from discontinued operations | 10 |
| | — |
|
| Adjustments to reflect the fair market value of rent | 286 |
| | — |
|
Adjustments to reflect the fair market value of rent from discontinued operations | (4 | ) | | — |
|
| ATCF before income taxes | $ | 203 |
| | $ | 2,296 |
|
| TPGI's share of ATCF before income taxes (b) | $ | 160 |
| | $ | 1,716 |
|
| TPGI's income tax refund (expense) - current | (22 | ) | | (17 | ) |
| TPGI's share of ATCF | $ | 138 |
| | $ | 1,699 |
|
| ATCF per share - basic | $ | — |
| | $ | 0.05 |
|
| ATCF per share - diluted | $ | — |
| | $ | 0.05 |
|
| Dividends paid per share | $ | 0.02 |
| | $ | 0.015 |
|
| Weighted average common shares - basic | 45,826,728 |
| | 36,737,276 |
|
| Weighted average common shares - diluted | 46,091,417 |
| | 37,076,840 |
|
| |
| a. | ATCF is a non-GAAP financial measure and may not be directly comparable to similarly-titled measures reported by other companies. We define ATCF as net income (loss) excluding the following items: i) deferred income tax expense (benefit); ii) noncontrolling interests; iii) non-cash charges for depreciation and amortization and asset impairment; iv) amortization of loan costs; v) non-cash compensation expense; vi) the adjustment to recognize rental revenues using the straight-line method; vii) the adjustment to rental revenue to reflect the fair market value of rents; and viii) gain from extinguishment of debt. Our management utilizes ATCF data in assessing performance of our business operations in period to period comparisons and for financial planning purposes. ATCF should be considered only as a supplement to net income as a measure of our performance. ATCF should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs. ATCF also should not be used as a substitute for cash flow from operating activities (computed in accordance with GAAP). |
| |
| b. | Based on an interest in our operating partnership of 78.69% and 74.72% for the three months ended March 31, 2013 and 2012, respectively. |
THOMAS PROPERTIES GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
|
| | | | | | | |
| | March 31, | | December 31, |
| | 2013 | | 2012 |
| | (unaudited) | | (audited) |
| ASSETS | | | |
| Investments in real estate: | | | |
| Operating properties, net | $ | 270,353 |
| | $ | 268,324 |
|
| Land improvements—development properties, net | 6,298 |
| | 6,403 |
|
| Investments in real estate, net | 276,651 |
| | 274,727 |
|
| Condominium units held for sale | 34,620 |
| | 37,891 |
|
| Investments in unconsolidated real estate entities | 107,374 |
| | 106,210 |
|
| Cash and cash equivalents, unrestricted | 86,873 |
| | 76,689 |
|
| Restricted cash | 4,696 |
| | 11,611 |
|
| Rents and other receivables, net | 2,024 |
| | 1,825 |
|
| Receivables from unconsolidated real estate entities | 2,393 |
| | 2,347 |
|
| Deferred rents | 19,394 |
| | 18,994 |
|
| Deferred leasing and loan costs, net | 10,900 |
| | 10,716 |
|
| Other assets, net | 15,386 |
| | 10,222 |
|
| Assets associated with land held for sale | 47,651 |
| | 59,760 |
|
| Total assets | $ | 607,962 |
| | $ | 610,992 |
|
| LIABILITIES AND EQUITY | | | |
| Liabilities: | | | |
| Mortgage loans | $ | 263,304 |
| | $ | 259,995 |
|
| Accounts payable and other liabilities, net | 31,433 |
| | 28,346 |
|
| Losses and distributions in excess of investments in unconsolidated real estate entities | 10,878 |
| | 10,084 |
|
| Prepaid rent | 2,651 |
| | 1,784 |
|
| Deferred revenue | 11,194 |
| | 10,566 |
|
| Obligations associated with land held for sale | 14,500 |
| | 21,380 |
|
| Total liabilities | 333,960 |
| | 332,155 |
|
| | | | |
| Equity: | | | |
| Stockholders’ equity: | | | |
Preferred stock, $.01 par value, 25,000,000 shares authorized, none issued or outstanding as of March 31, 2013 and December 31, 2012 | — |
| | — |
|
Common stock, $.01 par value, 225,000,000 shares authorized, 46,303,321 and 46,126,481 shares issued and outstanding as March 31, 2013 of and December 31, 2012, respectively | 463 |
| | 461 |
|
Limited voting stock, $.01 par value, 20,000,000 shares authorized, 12,313,331 shares issued and outstanding as of March 31, 2013 and December 31, 2012 | 123 |
| | 123 |
|
| Additional paid-in capital | 259,415 |
| | 258,780 |
|
| Retained deficit and dividends | (93,535 | ) | | (83,635 | ) |
| Total stockholders’ equity | 166,466 |
| | 175,729 |
|
| Noncontrolling interests: | | | |
| Unitholders in the Operating Partnership | 41,658 |
| | 44,154 |
|
| Partners in consolidated real estate entities | 65,878 |
| | 58,954 |
|
| Total noncontrolling interests | 107,536 |
| | 103,108 |
|
| Total equity | 274,002 |
| | 278,837 |
|
| Total liabilities and equity | $ | 607,962 |
| | $ | 610,992 |
|
Contact: Thomas Properties Group, Inc.
Website: www.tpgre.com
Diana M. Laing, Chief Financial Officer
(213) 613-1900
