Guarantor and Non-Guarantor Financial Statements | 9 Months Ended |
Sep. 30, 2013 |
Guarantor and Nonguarantor Financial Statements [Abstract] | ' |
GUARANTOR AND NON-GARANTOR FINANCIAL STATEMENTS | ' |
GUARANTOR AND NON-GUARANTOR FINANCIAL STATEMENTS |
The following consolidating financial information and condensed consolidating financial information include: |
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(1) Condensed consolidating balance sheets as of September 30, 2013 and December 31, 2012; consolidating statements of operations for the three and nine months ended September 30, 2013 and 2012; consolidating statements of comprehensive income for the three and nine months ended September 30, 2013 and 2012; and condensed consolidating statements of cash flows for the nine months ended September 30, 2013 and 2012, of (a) Kennedy-Wilson Holdings, Inc., as the parent, (b) Kennedy-Wilson, Inc., as the subsidiary issuer, (c) the guarantor subsidiaries, (d) the non-guarantor subsidiaries and (e) Kennedy-Wilson Holdings, Inc. on a consolidated basis; and |
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(2) Elimination entries necessary to consolidate Kennedy-Wilson Holdings, Inc., as the parent, with Kennedy-Wilson, Inc. and its guarantor and non-guarantor subsidiaries. |
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Kennedy Wilson owns 100% of all of the guarantor subsidiaries, and, as a result, in accordance with Rule 3-10(d) of Regulation S-X promulgated by the SEC, no separate financial statements are required for these subsidiaries as of and for the nine months ended September 30, 2013 or 2012. |
CONDENSED CONSOLIDATING BALANCE SHEET |
AS OF SEPTEMBER 30, 2013 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Assets | | | | | | | | | | | | |
Cash and cash equivalents | | $ | — | | | $ | 161,566,000 | | | $ | 6,914,000 | | | $ | 12,891,000 | | | $ | — | | | $ | 181,371,000 | |
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Accounts receivable | | — | | | 1,171,000 | | | 2,456,000 | | | 2,424,000 | | | — | | | 6,051,000 | |
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Accounts receivable — related parties | | — | | | 398,000 | | | 5,784,000 | | | 25,251,000 | | | — | | | 31,433,000 | |
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Intercompany receivables | | — | | | 7,345,000 | | | — | | | — | | | (7,345,000 | ) | | — | |
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Notes receivable | | — | | | 1,850,000 | | | 19,742,000 | | | 852,000 | | | — | | | 22,444,000 | |
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Notes receivable—related parties | | — | | | 3,241,000 | | | 2,544,000 | | | — | | | — | | | 5,785,000 | |
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Intercompany loans receivable | | — | | | 57,395,000 | | | — | | | — | | | (57,395,000 | ) | | — | |
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Real estate, net of accumulated depreciation | | — | | | — | | | 116,222,000 | | | 401,825,000 | | | — | | | 518,047,000 | |
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Investments in joint ventures | | — | | | 7,570,000 | | | 578,984,000 | | | 155,667,000 | | | — | | | 742,221,000 | |
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Investments in and advances to consolidated subsidiaries | | 772,230,000 | | | 1,006,063,000 | | | 252,221,000 | | | — | | | (2,030,514,000 | ) | | — | |
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Investments in loan pool participations | | — | | | — | | | 58,774,000 | | | — | | | — | | | 58,774,000 | |
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Other assets | | — | | | 19,081,000 | | | 11,974,000 | | | 20,048,000 | | | — | | | 51,103,000 | |
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Goodwill | | — | | | — | | | 17,216,000 | | | 6,749,000 | | | — | | | 23,965,000 | |
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Total assets | | $ | 772,230,000 | | | $ | 1,265,680,000 | | | $ | 1,072,831,000 | | | $ | 625,707,000 | | | $ | (2,095,254,000 | ) | | $ | 1,641,194,000 | |
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| | | | | | | | | | | | |
Liabilities and equity | | | | | | | | | | | | |
Liabilities | | | | | | | | | | | | |
Accounts payable | | $ | 14,000 | | | $ | 446,000 | | | $ | 787,000 | | | $ | 488,000 | | | $ | — | | | $ | 1,735,000 | |
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Accrued expenses and other liabilities | | 6,255,000 | | | 12,699,000 | | | 8,609,000 | | | 9,657,000 | | | — | | | 37,220,000 | |
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Intercompany payables | | — | | | — | | | — | | | 7,345,000 | | | (7,345,000 | ) | | — | |
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Accrued salaries and benefits | | — | | | 18,136,000 | | | 1,452,000 | | | 493,000 | | | — | | | 20,081,000 | |
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Deferred tax liability | | — | | | 12,973,000 | | | 3,879,000 | | | 85,000 | | | — | | | 16,937,000 | |
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Senior notes payable | | — | | | 409,196,000 | | | — | | | — | | | — | | | 409,196,000 | |
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Intercompany loans payable | | — | | | — | | | — | | | 57,395,000 | | | (57,395,000 | ) | | — | |
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Mortgage loans payable | | — | | | — | | | 52,041,000 | | | 288,325,000 | | | — | | | 340,366,000 | |
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Junior subordinated debentures | | — | | | 40,000,000 | | | — | | | — | | | — | | | 40,000,000 | |
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Total liabilities | | 6,269,000 | | | 493,450,000 | | | 66,768,000 | | | 363,788,000 | | | (64,740,000 | ) | | 865,535,000 | |
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Equity | | | | | | | | | | | | |
Kennedy-Wilson Holdings, Inc. shareholders' equity | | 765,961,000 | | | 772,230,000 | | | 1,006,063,000 | | | 252,221,000 | | | (2,030,514,000 | ) | | 765,961,000 | |
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Noncontrolling interests | | — | | | — | | | — | | | 9,698,000 | | | — | | | 9,698,000 | |
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Total equity | | 765,961,000 | | | 772,230,000 | | | 1,006,063,000 | | | 261,919,000 | | | (2,030,514,000 | ) | | 775,659,000 | |
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Total liabilities and equity | | $ | 772,230,000 | | | $ | 1,265,680,000 | | | $ | 1,072,831,000 | | | $ | 625,707,000 | | | $ | (2,095,254,000 | ) | | $ | 1,641,194,000 | |
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CONDENSED CONSOLIDATING BALANCE SHEET |
AS OF DECEMBER 31, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Assets | | | | | | | | | | | | |
Cash and cash equivalents | | $ | — | | | $ | 64,517,000 | | | $ | 38,489,000 | | | $ | 17,849,000 | | | $ | — | | | $ | 120,855,000 | |
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Short-term investments | | — | | | 10,000,000 | | | — | | | — | | | — | | | 10,000,000 | |
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Accounts receivable | | — | | | 377,000 | | | 2,105,000 | | | 1,165,000 | | | — | | | 3,647,000 | |
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Accounts receivable — related parties | | — | | | 186,000 | | | 4,774,000 | | | 17,433,000 | | | — | | | 22,393,000 | |
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Intercompany receivables | | — | | | 3,269,000 | | | — | | | — | | | (3,269,000 | ) | | — | |
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Notes receivable | | — | | | 1,902,000 | | | 133,805,000 | | | 900,000 | | | — | | | 136,607,000 | |
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Intercompany loans receivable | | — | | | 39,587,000 | | | — | | | — | | | (39,587,000 | ) | | — | |
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Real estate, net of accumulated depreciation | | — | | | — | | | 93,928,000 | | | 195,521,000 | | | — | | | 289,449,000 | |
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Investments in joint ventures | | — | | | 5,670,000 | | | 450,199,000 | | | 87,324,000 | | | — | | | 543,193,000 | |
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Investments in and advances to consolidated subsidiaries | | 514,310,000 | | | 873,768,000 | | | 142,441,000 | | | — | | | (1,530,519,000 | ) | | — | |
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Investment in loan pool participations | | — | | | — | | | 95,601,000 | | | — | | | — | | | 95,601,000 | |
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Other assets | | — | | | 18,443,000 | | | 11,505,000 | | | 8,131,000 | | | — | | | 38,079,000 | |
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Goodwill | | — | | | — | | | 17,216,000 | | | 6,749,000 | | | — | | | 23,965,000 | |
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Total assets | | $ | 514,310,000 | | | $ | 1,017,719,000 | | | $ | 990,063,000 | | | $ | 335,072,000 | | | $ | (1,573,375,000 | ) | | $ | 1,283,789,000 | |
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| | | | | | | | | | | | |
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Liabilities | | | | | | | | | | | | |
Accounts payable | | $ | — | | | $ | 785,000 | | | $ | 236,000 | | | $ | 741,000 | | | $ | — | | | $ | 1,762,000 | |
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Accrued expenses and other liabilities | | — | | | 14,878,000 | | | 7,249,000 | | | 7,290,000 | | | — | | | 29,417,000 | |
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Intercompany payables | | — | | | — | | | — | | | 3,269,000 | | | (3,269,000 | ) | | — | |
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Accrued salaries and benefits | | 4,666,000 | | | 17,917,000 | | | 1,614,000 | | | 784,000 | | | — | | | 24,981,000 | |
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Deferred tax liability | | — | | | 20,189,000 | | | 2,327,000 | | | 155,000 | | | — | | | 22,671,000 | |
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Senior notes payable | | — | | | 409,640,000 | | | — | | | — | | | — | | | 409,640,000 | |
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Intercompany loans payable | | — | | | — | | | — | | | 39,587,000 | | | (39,587,000 | ) | | — | |
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Mortgage loans and notes payable | | — | | | — | | | 112,096,000 | | | 124,442,000 | | | — | | | 236,538,000 | |
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Junior subordinated debentures | | — | | | 40,000,000 | | | — | | | — | | | — | | | 40,000,000 | |
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Total liabilities | | 4,666,000 | | | 503,409,000 | | | 123,522,000 | | | 176,268,000 | | | (42,856,000 | ) | | 765,009,000 | |
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Equity | | | | | | | | | | | | |
Kennedy-Wilson Holdings, Inc. shareholders' equity | | 509,644,000 | | | 514,310,000 | | | 873,768,000 | | | 142,441,000 | | | (1,530,519,000 | ) | | 509,644,000 | |
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Noncontrolling interests | | — | | | — | | | (7,227,000 | ) | | 16,363,000 | | | — | | | 9,136,000 | |
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Total equity | | 509,644,000 | | | 514,310,000 | | | 866,541,000 | | | 158,804,000 | | | (1,530,519,000 | ) | | 518,780,000 | |
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Total liabilities and equity | | $ | 514,310,000 | | | $ | 1,017,719,000 | | | $ | 990,063,000 | | | $ | 335,072,000 | | | $ | (1,573,375,000 | ) | | $ | 1,283,789,000 | |
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CONSOLIDATING STATEMENT OF OPERATIONS |
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2013 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Revenue | | | | | | | | | | | | |
Management and leasing fees | | $ | — | | | $ | 75,000 | | | $ | 3,167,000 | | | $ | 1,220,000 | | | $ | — | | | $ | 4,462,000 | |
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Management and leasing fees — related party | | — | | | — | | | 2,434,000 | | | 8,215,000 | | | — | | | 10,649,000 | |
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Commissions | | — | | | — | | | 653,000 | | | 183,000 | | | — | | | 836,000 | |
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Commissions — related party | | — | | | — | | | 1,074,000 | | | 3,951,000 | | | — | | | 5,025,000 | |
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Sale of real estate | | — | | | — | | | 1,546,000 | | | — | | | — | | | 1,546,000 | |
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Rental income | | — | | | 174,000 | | | 1,568,000 | | | 8,948,000 | | | — | | | 10,690,000 | |
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Total revenue | | — | | | 249,000 | | | 10,442,000 | | | 22,517,000 | | | — | | | 33,208,000 | |
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Operating expenses | | | | | | | | | | | | |
Commission and marketing expenses | | — | | | 70,000 | | | 782,000 | | | 159,000 | | | — | | | 1,011,000 | |
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Compensation and related expenses | | 2,035,000 | | | 11,581,000 | | | 3,750,000 | | | 3,590,000 | | | — | | | 20,956,000 | |
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Cost of real estate sold | | — | | | — | | | 883,000 | | | — | | | — | | | 883,000 | |
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General and administrative | | — | | | 1,928,000 | | | 1,423,000 | | | 2,409,000 | | | — | | | 5,760,000 | |
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Depreciation and amortization | | — | | | 144,000 | | | 1,315,000 | | | 3,072,000 | | | — | | | 4,531,000 | |
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Rental operating expenses | | — | | | — | | | 961,000 | | | 3,206,000 | | | — | | | 4,167,000 | |
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Total operating expenses | | 2,035,000 | | | 13,723,000 | | | 9,114,000 | | | 12,436,000 | | | — | | | 37,308,000 | |
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Equity in joint venture income (loss) | | — | | | 283,000 | | | 15,741,000 | | | (6,645,000 | ) | | — | | | 9,379,000 | |
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Interest income from loan pool participations and notes receivable | | — | | | — | | | 3,965,000 | | | 18,000 | | | — | | | 3,983,000 | |
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(Loss) income from consolidated subsidiaries | | (650,000 | ) | | 23,613,000 | | | 2,849,000 | | | — | | | (25,812,000 | ) | | — | |
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Operating (loss) income | | (2,685,000 | ) | | 10,422,000 | | | 23,883,000 | | | 3,454,000 | | | (25,812,000 | ) | | 9,262,000 | |
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Non-operating income (expense) | | | | | | | | | | | | |
Interest income | | — | | | (7,000 | ) | | 76,000 | | | — | | | — | | | 69,000 | |
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Interest income — related party | | — | | | 136,000 | | | — | | | — | | | — | | | 136,000 | |
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Acquisition-related gain | | — | | | — | | | — | | | 1,668,000 | | | — | | | 1,668,000 | |
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Interest expense | | — | | | (10,223,000 | ) | | (346,000 | ) | | (2,572,000 | ) | | — | | | (13,141,000 | ) |
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(Loss) income from continuing operations before benefit from income taxes | | (2,685,000 | ) | | 328,000 | | | 23,613,000 | | | 2,550,000 | | | (25,812,000 | ) | | (2,006,000 | ) |
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(Provision for) benefit from income taxes | | — | | | (978,000 | ) | | — | | | 252,000 | | | — | | | (726,000 | ) |
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(Loss) income from continuing operations | | (2,685,000 | ) | | (650,000 | ) | | 23,613,000 | | | 2,802,000 | | | (25,812,000 | ) | | (2,732,000 | ) |
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Discontinued operations | | | | | | | | | | | | |
Income from discontinued operations, net of income taxes | | — | | | — | | | — | | | (291,000 | ) | | — | | | (291,000 | ) |
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Gain from sale of real estate, net of income taxes | | — | | | — | | | — | | | 338,000 | | | — | | | 338,000 | |
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Net (loss) income | | (2,685,000 | ) | | (650,000 | ) | | 23,613,000 | | | 2,849,000 | | | (25,812,000 | ) | | (2,685,000 | ) |
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Net (income) loss attributable to the noncontrolling interests | | — | | | — | | | (153,000 | ) | | 805,000 | | | — | | | 652,000 | |
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Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. | | (2,685,000 | ) | | (650,000 | ) | | 23,460,000 | | | 3,654,000 | | | (25,812,000 | ) | | (2,033,000 | ) |
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Preferred dividends and accretion of preferred stock issuance costs | | (2,036,000 | ) | | — | | | — | | | — | | | — | | | (2,036,000 | ) |
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Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. common shareholders | | $ | (4,721,000 | ) | | $ | (650,000 | ) | | $ | 23,460,000 | | | $ | 3,654,000 | | | $ | (25,812,000 | ) | | $ | (4,069,000 | ) |
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CONSOLIDATING STATEMENT OF OPERATIONS |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Revenue | | | | | | | | | | | | |
Management and leasing fees | | $ | — | | | $ | 210,000 | | | $ | 9,042,000 | | | $ | 4,673,000 | | | $ | — | | | $ | 13,925,000 | |
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Management and leasing fees — related party | | — | | | — | | | 9,252,000 | | | 18,710,000 | | | — | | | 27,962,000 | |
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Commissions | | — | | | 374,000 | | | 1,388,000 | | | 534,000 | | | — | | | 2,296,000 | |
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Commissions — related party | | — | | | — | | | 1,850,000 | | | 8,015,000 | | | — | | | 9,865,000 | |
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Sale of real estate | | — | | | — | | | 10,060,000 | | | — | | | — | | | 10,060,000 | |
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Rental income | | — | | | 174,000 | | | 4,783,000 | | | 22,495,000 | | | — | | | 27,452,000 | |
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Total revenue | | — | | | 758,000 | | | 36,375,000 | | | 54,427,000 | | | — | | | 91,560,000 | |
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Operating expenses | | | | | | | | | | | | |
Commission and marketing expenses | | — | | | 443,000 | | | 2,201,000 | | | 201,000 | | | — | | | 2,845,000 | |
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Compensation and related expenses | | 5,466,000 | | | 25,131,000 | | | 10,770,000 | | | 11,473,000 | | | — | | | 52,840,000 | |
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Cost of real estate sold | | — | | | — | | | 7,885,000 | | | — | | | — | | | 7,885,000 | |
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General and administrative | | 346,000 | | | 6,352,000 | | | 3,492,000 | | | 7,384,000 | | | — | | | 17,574,000 | |
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Depreciation and amortization | | — | | | 418,000 | | | 3,606,000 | | | 7,979,000 | | | — | | | 12,003,000 | |
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Rental operating expenses | | — | | | — | | | 2,605,000 | | | 9,247,000 | | | — | | | 11,852,000 | |
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Total operating expenses | | 5,812,000 | | | 32,344,000 | | | 30,559,000 | | | 36,284,000 | | | — | | | 104,999,000 | |
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Equity in joint venture income (loss) | | — | | | 283,000 | | | 30,653,000 | | | (9,993,000 | ) | | 12,000 | | | 20,955,000 | |
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Interest income from loan pool participations and notes receivable | | — | | | — | | | 10,155,000 | | | 54,000 | | | — | | | 10,209,000 | |
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(Loss) income from consolidated subsidiaries | | (799,000 | ) | | 58,283,000 | | | 12,329,000 | | | — | | | (69,813,000 | ) | | — | |
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Operating (loss) income | | (6,611,000 | ) | | 26,980,000 | | | 58,953,000 | | | 8,204,000 | | | (69,801,000 | ) | | 17,725,000 | |
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Non-operating income (expense) | | | | | | | | | | | | |
Interest income | | — | | | 165,000 | | | 155,000 | | | — | | | (84,000 | ) | | 236,000 | |
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Interest income — related party | | — | | | 208,000 | | | — | | | — | | | — | | | 208,000 | |
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Acquisition-related gains | | — | | | — | | | — | | | 11,127,000 | | | — | | | 11,127,000 | |
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Acquisition-related expense | | — | | | — | | | (232,000 | ) | | (278,000 | ) | | — | | | (510,000 | ) |
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Interest expense | | — | | | (29,619,000 | ) | | (807,000 | ) | | (6,750,000 | ) | | 72,000 | | | (37,104,000 | ) |
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(Loss) income from continuing operations before benefit from income taxes | | (6,611,000 | ) | | (2,266,000 | ) | | 58,069,000 | | | 12,303,000 | | | (69,813,000 | ) | | (8,318,000 | ) |
|
Benefit from (provision for) income taxes | | — | | | 1,467,000 | | | — | | | (21,000 | ) | | — | | | 1,446,000 | |
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(Loss) income from continuing operations | | (6,611,000 | ) | | (799,000 | ) | | 58,069,000 | | | 12,282,000 | | | (69,813,000 | ) | | (6,872,000 | ) |
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Discontinued operations | | | | | | | | | | | | |
Income from discontinued operations, net of income taxes | | — | | | — | | | (3,000 | ) | | (291,000 | ) | | — | | | (294,000 | ) |
|
Gain from sale of real estate, net of income taxes | | — | | | — | | | 217,000 | | | 338,000 | | | — | | | 555,000 | |
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Net (loss) income | | (6,611,000 | ) | | (799,000 | ) | | 58,283,000 | | | 12,329,000 | | | (69,813,000 | ) | | (6,611,000 | ) |
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Net (income) loss attributable to the noncontrolling interests | | — | | | — | | | (153,000 | ) | | 2,703,000 | | | | | 2,550,000 | |
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Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. | | (6,611,000 | ) | | (799,000 | ) | | 58,130,000 | | | 15,032,000 | | | (69,813,000 | ) | | (4,061,000 | ) |
|
Preferred dividends and accretion of preferred stock issuance costs | | (6,108,000 | ) | | — | | | — | | | — | | | — | | | (6,108,000 | ) |
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Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. common shareholders | | $ | (12,719,000 | ) | | $ | (799,000 | ) | | $ | 58,130,000 | | | $ | 15,032,000 | | | $ | (69,813,000 | ) | | $ | (10,169,000 | ) |
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CONSOLIDATING STATEMENT OF OPERATIONS |
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Revenue | | | | | | | | | | | | |
Management and leasing fees | | $ | — | | | $ | 430,000 | | | $ | 2,304,000 | | | $ | 1,281,000 | | | $ | — | | | $ | 4,015,000 | |
|
Management and leasing fees — related party | | — | | | — | | | 2,526,000 | | | 3,794,000 | | | — | | | 6,320,000 | |
|
Commissions | | — | | | 70,000 | | | 582,000 | | | 825,000 | | | — | | | 1,477,000 | |
|
Commissions — related party | | — | | | — | | | 653,000 | | | 15,000 | | | — | | | 668,000 | |
|
Sale of real estate | | — | | | — | | | 1,275,000 | | | — | | | — | | | 1,275,000 | |
|
Rental income | | — | | | — | | | 172,000 | | | 1,313,000 | | | — | | | 1,485,000 | |
|
Total revenue | | — | | | 500,000 | | | 7,512,000 | | | 7,228,000 | | | — | | | 15,240,000 | |
|
Operating expenses | | | | | | | | | | | | |
Commission and marketing expenses | | — | | | 125,000 | | | 1,038,000 | | | 208,000 | | | — | | | 1,371,000 | |
|
Compensation and related expenses | | 2,922,000 | | | 2,435,000 | | | 2,918,000 | | | 3,089,000 | | | — | | | 11,364,000 | |
|
Cost of real estate sold | | — | | | — | | | 1,275,000 | | | — | | | — | | | 1,275,000 | |
|
General and administrative | | — | | | 2,366,000 | | | 1,209,000 | | | 1,439,000 | | | — | | | 5,014,000 | |
|
Depreciation and amortization | | — | | | 92,000 | | | 100,000 | | | 797,000 | | | — | | | 989,000 | |
|
Rental operating expenses | | — | | | — | | | 216,000 | | | 631,000 | | | — | | | 847,000 | |
|
Total operating expenses | | 2,922,000 | | | 5,018,000 | | | 6,756,000 | | | 6,164,000 | | | — | | | 20,860,000 | |
|
Equity in joint venture income | | — | | | (429,000 | ) | | 2,493,000 | | | (216,000 | ) | | — | | | 1,848,000 | |
|
Interest income from loan pool participations and notes receivable | | — | | | — | | | 3,694,000 | | | 18,000 | | | — | | | 3,712,000 | |
|
Income from consolidated subsidiaries | | (1,220,000 | ) | | 7,460,000 | | | 600,000 | | | — | | | (6,840,000 | ) | | — | |
|
Operating income (expense) | | (4,142,000 | ) | | 2,513,000 | | | 7,543,000 | | | 866,000 | | | (6,840,000 | ) | | (60,000 | ) |
|
Non-operating income (expense) | | | | | | | | | | | | |
Interest income | | — | | | 38,000 | | | — | | | 2,000 | | | — | | | 40,000 | |
|
Interest income — related party | | — | | | 139,000 | | | — | | | — | | | — | | | 139,000 | |
|
Other | | — | | | (5,000 | ) | | — | | | (1,000 | ) | | — | | | (6,000 | ) |
|
Interest expense | | — | | | (6,442,000 | ) | | (46,000 | ) | | (267,000 | ) | | — | | | (6,755,000 | ) |
|
(Loss) income before benefit from income taxes | | (4,142,000 | ) | | (3,757,000 | ) | | 7,497,000 | | | 600,000 | | | (6,840,000 | ) | | (6,642,000 | ) |
|
Benefit from (provision for) income taxes | | — | | | 2,537,000 | | | (37,000 | ) | | — | | | — | | | 2,500,000 | |
|
Net (loss) income | | (4,142,000 | ) | | (1,220,000 | ) | | 7,460,000 | | | 600,000 | | | (6,840,000 | ) | | (4,142,000 | ) |
|
Net income attributable to the noncontrolling interests | | — | | | — | | | — | | | (64,000 | ) | | — | | | (64,000 | ) |
|
Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. | | (4,142,000 | ) | | (1,220,000 | ) | | 7,460,000 | | | 536,000 | | | (6,840,000 | ) | | (4,206,000 | ) |
|
Preferred dividends and accretion of preferred stock issuance costs | | (2,036,000 | ) | | — | | | — | | | — | | | — | | | (2,036,000 | ) |
|
Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. common shareholders | | $ | (6,178,000 | ) | | $ | (1,220,000 | ) | | $ | 7,460,000 | | | $ | 536,000 | | | $ | (6,840,000 | ) | | $ | (6,242,000 | ) |
|
CONSOLIDATING STATEMENT OF OPERATIONS |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Revenue | | | | | | | | | | | | |
Management and leasing fees | | $ | — | | | $ | 763,000 | | | $ | 6,365,000 | | | $ | 4,144,000 | | | $ | — | | | $ | 11,272,000 | |
|
Management and leasing fees — related party | | — | | | — | | | 7,542,000 | | | 10,494,000 | | | — | | | 18,036,000 | |
|
Commissions | | — | | | 125,000 | | | 1,423,000 | | | 1,965,000 | | | — | | | 3,513,000 | |
|
Commissions — related party | | — | | | — | | | 2,637,000 | | | 15,000 | | | — | | | 2,652,000 | |
|
Sale of real estate | | — | | | — | | | 1,275,000 | | | — | | | — | | | 1,275,000 | |
|
Rental income | | — | | | — | | | 478,000 | | | 3,954,000 | | | — | | | 4,432,000 | |
|
Total revenue | | — | | | 888,000 | | | 19,720,000 | | | 20,572,000 | | | — | | | 41,180,000 | |
|
Operating expenses | | | | | | | | | | | | |
Commission and marketing expenses | | — | | | 223,000 | | | 3,128,000 | | | 325,000 | | | — | | | 3,676,000 | |
|
Compensation and related expenses | | 5,000,000 | | | 9,358,000 | | | 8,863,000 | | | 7,437,000 | | | — | | | 30,658,000 | |
|
Cost of real estate sold | | — | | | — | | | 1,275,000 | | | — | | | — | | | 1,275,000 | |
|
General and administrative | | — | | | 7,032,000 | | | 3,094,000 | | | 3,445,000 | | | — | | | 13,571,000 | |
|
Depreciation and amortization | | — | | | 257,000 | | | 292,000 | | | 2,354,000 | | | — | | | 2,903,000 | |
|
Rental operating expenses | | — | | | — | | | 706,000 | | | 1,932,000 | | | — | | | 2,638,000 | |
|
Total operating expenses | | 5,000,000 | | | 16,870,000 | | | 17,358,000 | | | 15,493,000 | | | — | | | 54,721,000 | |
|
Equity in joint venture income | | — | | | — | | | 7,220,000 | | | 5,252,000 | | | — | | | 12,472,000 | |
|
Interest income from loan pool participations and notes receivable | | — | | | — | | | 7,069,000 | | | 57,000 | | | — | | | 7,126,000 | |
|
Income from consolidated subsidiaries | | 1,343,000 | | | 25,052,000 | | | 8,788,000 | | | — | | | (35,183,000 | ) | | — | |
|
Operating (expense) income | | (3,657,000 | ) | | 9,070,000 | | | 25,439,000 | | | 10,388,000 | | | (35,183,000 | ) | | 6,057,000 | |
|
Non-operating income (expense) | | | | | | | | | | | | |
Interest income | | — | | | 69,000 | | | 24,000 | | | 2,000 | | | — | | | 95,000 | |
|
Interest income — related party | | — | | | 2,408,000 | | | — | | | — | | | — | | | 2,408,000 | |
|
Gain on sale of marketable securities | | — | | | 2,931,000 | | | — | | | — | | | — | | | 2,931,000 | |
|
Other | | — | | | (117,000 | ) | | — | | | 37,000 | | | — | | | (80,000 | ) |
|
Interest expense | | — | | | (18,677,000 | ) | | (164,000 | ) | | (1,138,000 | ) | | — | | | (19,979,000 | ) |
|
(Loss) income before benefit from income taxes | | (3,657,000 | ) | | (4,316,000 | ) | | 25,299,000 | | | 9,289,000 | | | (35,183,000 | ) | | (8,568,000 | ) |
|
Benefit from (provision for) income taxes | | — | | | 5,659,000 | | | (37,000 | ) | | (501,000 | ) | | — | | | 5,121,000 | |
|
(Loss) income from continuing operations | | (3,657,000 | ) | | 1,343,000 | | | 25,262,000 | | | 8,788,000 | | | (35,183,000 | ) | | (3,447,000 | ) |
|
Discontinued operations | | | | | | | | | | | | |
Income from discontinued operations, net of income taxes | | — | | | — | | | 2,000 | | | — | | | — | | | 2,000 | |
|
Loss from sale of real estate, net of income taxes | | — | | | — | | | (212,000 | ) | | — | | | — | | | (212,000 | ) |
|
Net (loss) income | | (3,657,000 | ) | | 1,343,000 | | | 25,052,000 | | | 8,788,000 | | | (35,183,000 | ) | | (3,657,000 | ) |
|
Net income attributable to the noncontrolling interests | | — | | | — | | | — | | | (2,990,000 | ) | | — | | | (2,990,000 | ) |
|
CONSOLIDATING STATEMENT OF OPERATIONS |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. | | (3,657,000 | ) | | 1,343,000 | | | 25,052,000 | | | 5,798,000 | | | (35,183,000 | ) | | (6,647,000 | ) |
|
Preferred dividends and accretion of preferred stock issuance costs | | (6,108,000 | ) | | — | | | — | | | — | | | — | | | (6,108,000 | ) |
|
Net (loss) income attributable to Kennedy-Wilson Holdings, Inc. common shareholders | | $ | (9,765,000 | ) | | $ | 1,343,000 | | | $ | 25,052,000 | | | $ | 5,798,000 | | | $ | (35,183,000 | ) | | $ | (12,755,000 | ) |
|
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2013 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Net (loss) income | | $ | (2,685,000 | ) | | $ | (650,000 | ) | | $ | 23,613,000 | | | $ | 2,849,000 | | | $ | (25,812,000 | ) | | $ | (2,685,000 | ) |
|
| | | | | | | | | | | | |
Other comprehensive income (loss), net of tax: | | | | | | | | | | | | |
Unrealized foreign currency translation gain | | 8,827,000 | | | 8,827,000 | | | 6,387,000 | | | 2,261,000 | | | (17,475,000 | ) | | 8,827,000 | |
|
Unrealized forward contract foreign currency (loss) gain | | (3,635,000 | ) | | (3,635,000 | ) | | 167,000 | | | — | | | 3,468,000 | | | (3,635,000 | ) |
|
Total other comprehensive income for the period | | $ | 5,192,000 | | | $ | 5,192,000 | | | $ | 6,554,000 | | | $ | 2,261,000 | | | $ | (14,007,000 | ) | | $ | 5,192,000 | |
|
| | | | | | | | | | | | |
Comprehensive income | | $ | 2,507,000 | | | $ | 4,542,000 | | | $ | 30,167,000 | | | $ | 5,110,000 | | | $ | (39,819,000 | ) | | $ | 2,507,000 | |
|
Comprehensive (income) loss attributable to noncontrolling interests | | — | | | — | | | (152,000 | ) | | 804,000 | | | — | | | 652,000 | |
|
Comprehensive income attributable to Kennedy-Wilson Holdings, Inc. | | $ | 2,507,000 | | | $ | 4,542,000 | | | $ | 30,015,000 | | | $ | 5,914,000 | | | $ | (39,819,000 | ) | | $ | 3,159,000 | |
|
|
|
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Net (loss) income | | $ | (4,142,000 | ) | | $ | (1,220,000 | ) | | $ | 7,460,000 | | | $ | 600,000 | | | $ | (6,840,000 | ) | | $ | (4,142,000 | ) |
|
| | | | | | | | | | | | |
Other comprehensive income (loss), net of tax: | | | | | | | | | | | | |
Unrealized holding loss on available-for-sale securities | | (37,000 | ) | | (37,000 | ) | | — | | | — | | | 37,000 | | | (37,000 | ) |
|
Unrealized foreign currency translation gains | | 3,247,000 | | | 3,247,000 | | | 3,321,000 | | | 103,000 | | | (6,671,000 | ) | | 3,247,000 | |
|
Unrealized forward contract foreign currency loss | | (925,000 | ) | | (925,000 | ) | | (832,000 | ) | | — | | | 1,757,000 | | | (925,000 | ) |
|
Total other comprehensive income for the period | | $ | 2,285,000 | | | $ | 2,285,000 | | | $ | 2,489,000 | | | $ | 103,000 | | | $ | (4,877,000 | ) | | $ | 2,285,000 | |
|
| | | | | | | | | | | | |
Comprehensive (loss) income | | $ | (1,857,000 | ) | | $ | 1,065,000 | | | $ | 9,949,000 | | | $ | 703,000 | | | $ | (11,717,000 | ) | | $ | (1,857,000 | ) |
|
Comprehensive income attributable to noncontrolling interests | | — | | | — | | | — | | | (64,000 | ) | | — | | | (64,000 | ) |
|
Comprehensive (loss) income attributable to Kennedy-Wilson Holdings, Inc. | | $ | (1,857,000 | ) | | $ | 1,065,000 | | | $ | 9,949,000 | | | $ | 639,000 | | | $ | (11,717,000 | ) | | $ | (1,921,000 | ) |
|
|
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Net (loss) income | | $ | (6,611,000 | ) | | $ | (799,000 | ) | | $ | 58,283,000 | | | $ | 12,329,000 | | | $ | (69,813,000 | ) | | $ | (6,611,000 | ) |
|
| | | | | | | | | | | | |
Other comprehensive (loss) income, net of tax: | | | | | | | | | | | | |
Unrealized foreign currency translation loss | | (9,216,000 | ) | | (9,216,000 | ) | | (11,606,000 | ) | | (252,000 | ) | | 21,074,000 | | | (9,216,000 | ) |
|
Unrealized forward contract foreign currency gain | | 2,200,000 | | | 2,200,000 | | | 5,388,000 | | | — | | | (7,588,000 | ) | | 2,200,000 | |
|
Total other comprehensive loss for the period | | $ | (7,016,000 | ) | | $ | (7,016,000 | ) | | $ | (6,218,000 | ) | | $ | (252,000 | ) | | $ | 13,486,000 | | | $ | (7,016,000 | ) |
|
| | | | | | | | | | | | |
Comprehensive (loss) income | | $ | (13,627,000 | ) | | $ | (7,815,000 | ) | | $ | 52,065,000 | | | $ | 12,077,000 | | | $ | (56,327,000 | ) | | $ | (13,627,000 | ) |
|
Comprehensive (income) loss attributable to noncontrolling interests | | — | | | — | | | (152,000 | ) | | 2,702,000 | | | — | | | 2,550,000 | |
|
Comprehensive (loss) income attributable to Kennedy-Wilson Holdings, Inc. | | $ | (13,627,000 | ) | | $ | (7,815,000 | ) | | $ | 51,913,000 | | | $ | 14,779,000 | | | $ | (56,327,000 | ) | | $ | (11,077,000 | ) |
|
|
|
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Elimination | | Consolidated Total |
Net (loss) income | | $ | (3,657,000 | ) | | $ | 1,343,000 | | | $ | 25,052,000 | | | $ | 8,788,000 | | | $ | (35,183,000 | ) | | $ | (3,657,000 | ) |
|
| | | | | | | | | | | | |
Other comprehensive income (loss), net of tax: | | | | | | | | | | | | |
Unrealized holding gains on available-for-sale securities | | 3,428,000 | | | 3,428,000 | | | — | | | — | | | (3,428,000 | ) | | 3,428,000 | |
|
Unrealized foreign currency translation gains (loss) | | 2,068,000 | | | 2,068,000 | | | 2,046,000 | | | (285,000 | ) | | (3,829,000 | ) | | 2,068,000 | |
|
Unrealized forward contract foreign currency gain | | 1,255,000 | | | 1,255,000 | | | 1,676,000 | | | — | | | (2,931,000 | ) | | 1,255,000 | |
|
Total other comprehensive income (loss) for the period | | $ | 6,751,000 | | | $ | 6,751,000 | | | $ | 3,722,000 | | | $ | (285,000 | ) | | $ | (10,188,000 | ) | | $ | 6,751,000 | |
|
| | | | | | | | | | | | |
Comprehensive income | | $ | 3,094,000 | | | $ | 8,094,000 | | | $ | 28,774,000 | | | $ | 8,503,000 | | | $ | (45,371,000 | ) | | $ | 3,094,000 | |
|
Comprehensive income attributable to noncontrolling interests | | — | | | — | | | — | | | (2,990,000 | ) | | — | | | (2,990,000 | ) |
|
Comprehensive income attributable to Kennedy-Wilson Holdings, Inc. | | $ | 3,094,000 | | | $ | 8,094,000 | | | $ | 28,774,000 | | | $ | 5,513,000 | | | $ | (45,371,000 | ) | | $ | 104,000 | |
|
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | | | | |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Consolidated Total | | | | |
Net cash provided by (used in) operating activities | | $ | 226,000 | | | $ | (62,231,000 | ) | | $ | 36,513,000 | | | $ | 8,406,000 | | | $ | (17,086,000 | ) | | | | |
| | | |
Cash flows from investing activities: | | | | | | | | | | | | | | |
Additions to notes receivable | | — | | | — | | | (19,600,000 | ) | | — | | | (19,600,000 | ) | | | | |
| | | |
Collections of notes receivable | | — | | | — | | | 37,955,000 | | | 100,000 | | | 38,055,000 | | | | | |
| | | |
Additions to notes receivable—related parties | | — | | | (8,161,000 | ) | | (2,544,000 | ) | | — | | | (10,705,000 | ) | | | | |
| | | |
Collections of notes receivable—related parties | | — | | | 4,920,000 | | | — | | | — | | | 4,920,000 | | | | | |
| | | |
Capitalized development costs | | — | | | (1,251,000 | ) | | — | | | — | | | (1,251,000 | ) | | | | |
| | | |
Net proceeds from sale of real estate | | — | | | — | | | 10,112,000 | | | 337,000 | | | 10,449,000 | | | | | |
| | | |
Purchases of and additions to real estate | | — | | | — | | | (31,283,000 | ) | | (84,577,000 | ) | | (115,860,000 | ) | | | | |
| | | |
Distributions from joint ventures | | — | | | 400,000 | | | 66,153,000 | | | 7,200,000 | | | 73,753,000 | | | | | |
| | | |
Contributions to joint ventures | | — | | | (2,305,000 | ) | | (179,775,000 | ) | | (97,367,000 | ) | | (279,447,000 | ) | | | | |
| | | |
Distributions from loan pool participations | | — | | | — | | | 69,564,000 | | | — | | | 69,564,000 | | | | | |
| | | |
Contributions to loan pool participations | | — | | | — | | | (34,869,000 | ) | | — | | | (34,869,000 | ) | | | | |
| | | |
Proceeds from maturities to short-term investments | | — | | | 10,000,000 | | | — | | | — | | | 10,000,000 | | | | | |
| | | |
(Investments in) distributions from consolidated subsidiaries, net | | (263,185,000 | ) | | 178,666,000 | | | 8,116,000 | | | 76,403,000 | | | — | | | | | |
| | | |
Net cash (used in) provided by investing activities | | (263,185,000 | ) | | 182,269,000 | | | (76,171,000 | ) | | (97,904,000 | ) | | (254,991,000 | ) | | | | |
| | | |
Cash flows from financing activities: | | | | | | | | | | | | | | |
Borrowings under line of credit | | — | | | 125,000,000 | | | — | | | — | | | 125,000,000 | | | | | |
| | | |
Repayment of line of credit | | — | | | (125,000,000 | ) | | — | | | — | | | (125,000,000 | ) | | | | |
| | | |
Borrowings under mortgage loans payable | | — | | | — | | | 18,650,000 | | | 53,635,000 | | | 72,285,000 | | | | | |
| | | |
Debt issue costs | | — | | | (1,272,000 | ) | | (151,000 | ) | | (354,000 | ) | | (1,777,000 | ) | | | | |
| | | |
Repayment of mortgage loans payable | | — | | | — | | | — | | | (1,076,000 | ) | | (1,076,000 | ) | | | | |
| | | |
Issuance of common stock | | 275,984,000 | | | — | | | — | | | — | | | 275,984,000 | | | | | |
| | | |
Dividends paid | | (16,348,000 | ) | | — | | | — | | | — | | | (16,348,000 | ) | | | | |
| | | |
Repurchase of warrants | | (1,393,000 | ) | | — | | | — | | | — | | | (1,393,000 | ) | | | | |
| | | |
Exercise of warrants | | 4,716,000 | | | — | | | — | | | — | | | 4,716,000 | | | | | |
| | | |
Intercompany receivables, net | | — | | | (21,884,000 | ) | | — | | | 21,884,000 | | | — | | | | | |
| | | |
Contributions from noncontrolling interests | | — | | | — | | | — | | | 889,000 | | | 889,000 | | | | | |
| | | |
Distributions to noncontrolling interests | | — | | | — | | | — | | | (384,000 | ) | | (384,000 | ) | | | | |
| | | |
Net cash provided by (used in) financing activities | | 262,959,000 | | | (23,156,000 | ) | | 18,499,000 | | | 74,594,000 | | | 332,896,000 | | | | | |
| | | |
Effect of currency exchange rate changes on cash and cash equivalents | | — | | | 167,000 | | | (10,416,000 | ) | | 9,946,000 | | | (303,000 | ) | | | | |
| | | |
Net change in cash and cash equivalents | | — | | | 97,049,000 | | | (31,575,000 | ) | | (4,958,000 | ) | | 60,516,000 | | | | | |
| | | |
Cash and cash equivalents, beginning of year | | — | | | 64,517,000 | | | 38,489,000 | | | 17,849,000 | | | 120,855,000 | | | | | |
| | | |
Cash and cash equivalents, end of period | | $ | — | | | $ | 161,566,000 | | | $ | 6,914,000 | | | $ | 12,891,000 | | | $ | 181,371,000 | | | | | |
| | | |
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS | | | | |
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Parent | | Kennedy-Wilson, Inc. | | Guarantor Subsidiaries | | Non-guarantor Subsidiaries | | Consolidated Total | | | | |
Net cash (used in) provided by operating activities | | $ | — | | | $ | (42,714,000 | ) | | $ | 56,812,000 | | | $ | (1,633,000 | ) | | $ | 12,465,000 | | | | | |
| | | |
Cash flows from investing activities: | | | | | | | | | | | | | | |
Additions to notes receivable | | — | | | (1,234,000 | ) | | (36,979,000 | ) | | — | | | (38,213,000 | ) | | | | |
| | | |
Collections of notes receivable | | — | | | — | | | 5,368,000 | | | 100,000 | | | 5,468,000 | | | | | |
| | | |
Additions to notes receivable - related parties | | — | | | (15,925,000 | ) | | — | | | — | | | (15,925,000 | ) | | | | |
| | | |
Collections of notes receivable - related parties | | — | | | 9,093,000 | | | — | | | — | | | 9,093,000 | | | | | |
| | | |
Net proceeds from sale of real estate | | — | | | — | | | 17,905,000 | | | — | | | 17,905,000 | | | | | |
| | | |
Purchases of and additions to real estate | | — | | | — | | | (16,057,000 | ) | | (115,000 | ) | | (16,172,000 | ) | | | | |
| | | |
Proceeds from sales of marketable securities | | — | | | 21,386,000 | | | — | | | — | | | 21,386,000 | | | | | |
| | | |
Distributions from joint ventures | | — | | | — | | | 27,286,000 | | | 330,000 | | | 27,616,000 | | | | | |
| | | |
Contributions to joint ventures | | — | | | (1,200,000 | ) | | (62,583,000 | ) | | (15,337,000 | ) | | (79,120,000 | ) | | | | |
| | | |
Distributions from loan pool participations | | — | | | — | | | 38,779,000 | | | — | | | 38,779,000 | | | | | |
| | | |
Contributions to loan pool participations | | — | | | — | | | (56,957,000 | ) | | — | | | (56,957,000 | ) | | | | |
| | | |
(Investment in) distributions from consolidated subsidiaries, net | | (91,337,000 | ) | | 47,065,000 | | | 26,279,000 | | | 17,993,000 | | | — | | | | | |
| | | |
Net cash (used in) provided by investing activities | | (91,337,000 | ) | | 59,185,000 | | | (56,959,000 | ) | | 2,971,000 | | | (86,140,000 | ) | | | | |
| | | |
Cash flows from financing activities: | | | | | | | | | | | | | | |
Borrowings under line of credit | | — | | | 45,000,000 | | | — | | | — | | | 45,000,000 | | | | | |
| | | |
Repayment of lines of credit | | — | | | (45,000,000 | ) | | — | | | — | | | (45,000,000 | ) | | | | |
| | | |
Debt issue costs | | — | | | (1,026,000 | ) | | — | | | — | | | (1,026,000 | ) | | | | |
| | | |
Issuance of common stock | | 106,274,000 | | | — | | | — | | | — | | | 106,274,000 | | | | | |
| | | |
Repurchase of common stock | | (47,000 | ) | | — | | | — | | | — | | | (47,000 | ) | | | | |
| | | |
Repurchase of warrants | | (1,395,000 | ) | | — | | | — | | | — | | | (1,395,000 | ) | | | | |
| | | |
Dividends paid | | (13,495,000 | ) | | — | | | — | | | — | | | (13,495,000 | ) | | | | |
| | | |
Acquisition of noncontrolling interests | | — | | | — | | | — | | | (473,000 | ) | | (473,000 | ) | | | | |
| | | |
Distributions to noncontrolling interests | | — | | | — | | | — | | | (4,931,000 | ) | | (4,931,000 | ) | | | | |
| | | |
Net cash provided by (used in) financing activities | | 91,337,000 | | | (1,026,000 | ) | | — | | | (5,404,000 | ) | | 84,907,000 | | | | | |
| | | |
Effect of currency exchange rate changes on cash and cash equivalents | | — | | | — | | | (354,000 | ) | | — | | | (354,000 | ) | | | | |
| | | |
Net change in cash and cash equivalents | | — | | | 15,445,000 | | | (501,000 | ) | | (4,066,000 | ) | | 10,878,000 | | | | | |
| | | |
Cash and cash equivalents, beginning of period | | — | | | 95,812,000 | | | 2,553,000 | | | 17,561,000 | | | 115,926,000 | | | | | |
| | | |
Cash and cash equivalents, end of period | | $ | — | | | $ | 111,257,000 | | | $ | 2,052,000 | | | $ | 13,495,000 | | | $ | 126,804,000 | | | | | |
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