Grubb & Ellis 8-K Grubb & Ellis Completes Sale of Daymark Realty Advisors

Exhibit 99.2

Grubb & Ellis Company
Unaudited Pro Forma Condensed Consolidated Financial Statements
As of March 31, 2011 and for the Three Months Ended March 31, 2011
and for the Year Ended December 31, 2010

The accompanying unaudited pro forma condensed consolidated financial statements (including the notes thereto) are qualified in their entirety by reference to and should be read in conjunction with our Quarterly Report on Form 10-Q for the three months ended March 31, 2011 and our Annual Report on Form 10-K for the year ended December 31, 2010. In management’s opinion, all adjustments necessary to reflect the transactions have been made.

The accompanying unaudited pro forma condensed consolidated balance sheet as of March 31, 2011 is presented as if we sold Daymark Realty Advisors, Inc. (“Daymark”) and Alesco Global Advisors (“Alesco”), on March 31, 2011.

The accompanying unaudited pro forma condensed consolidated statement of operations for the three months ended March 31, 2011 is presented as if we sold Daymark and Alesco on January 1, 2011.

The accompanying unaudited pro forma condensed consolidated statement of operations for the year ended December 31, 2010 is presented as if we sold Daymark and Alesco on January 1, 2010.

The accompanying unaudited pro forma condensed consolidated financial statements are unaudited and are subject to a number of estimates, assumptions, and other uncertainties, and do not purport to be indicative of the actual results of operations that would have occurred had the dispositions reflected therein in fact occurred on the dates specified, nor do such financial statements purport to be indicative of the results of operations that may be achieved in the future.

Grubb & Ellis Company
Unaudited Pro Forma Condensed Consolidated Balance Sheet
As of March 31, 2011

				Disposition of
	Company			Daymark and			Company
	Historical(A)			Alesco (B)			Pro Forma
ASSETS
Current assets:
Cash and cash equivalents	$	9,338		$	(2,450)	(C)	$	6,888
Restricted cash		8,739			(4,903	)		3,836
Investment in marketable equity securities		2,855			(867	)		1,988
Accounts receivable from related parties — net		3,504			82			3,586
Notes and advances to related parties — net		3,755			(3,755	)		—
Service fees receivable — net		30,950			—			30,950
Professional service contracts — net		3,455			—			3,455
Prepaid expenses and other assets		14,350			(925	)		13,425
Total current assets		76,946			(12,818	)		64,128
Accounts receivable from related parties — net		11,438			(11,438	)		—
Notes and advances to related parties — net		7,500			(7,500	)		—
Professional service contracts — net		5,259			—			5,259
Investments in unconsolidated entities		5,166			(5,166	)		—
Property held for investment — net		44,871			(44,871	)		—
Property, equipment and leasehold improvements — net		11,379			(1,306	)		10,073
Identified intangible assets — net		86,032			(6,392	)		79,640
Other assets — net		6,419			(4,397	)		2,022
Goodwill		1,521			—			1,521
Total assets	$	256,531		$	(93,888	)	$	162,643
LIABILITIES AND SHAREOWNERS’ DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	72,348		$	(9,526	)(D)	$	62,822
Due to related parties		1,775			(1,775	)		—
Notes payable and capital lease obligations		809			5,000	(C)		5,809
Other liabilities		16,651			(16,425	)		226
Total current liabilities		91,583			(22,726	)		68,857
Long-term liabilities:
NNN senior notes		16,277			(16,277	)		—
Convertible notes		30,212			—			30,212
Mortgage notes		70,000			(70,000	)		—
Notes payable and capital lease obligations		534			(14	)		520
Other long-term liabilities		8,902			—			8,902
Deferred tax liabilities		25,269			(198	)		25,071
Total liabilities		242,777			(109,215	)		133,562
Commitments and contingencies
Preferred stock: 12% cumulative participating perpetual convertible; $0.01 par value; 1,000,000 authorized as of March 31, 2011; 965,700 shares issued and outstanding as of March 31, 2011		92,977			—			92,977
Shareowners’ deficit:
Preferred stock: $0.01 par value; 19,000,000 shares authorized as of March 31, 2011; no shares issued and outstanding as of March 31, 2011		—			—			—
Common stock: $0.01 par value; 200,000,000 shares authorized as of March 31, 2011; 69,921,581 shares issued and outstanding as of March 31, 2011		699			—			699
Additional paid-in capital		408,579			—			408,579
Accumulated deficit		(497,170	)		23,784			(473,386	)
Other comprehensive income		184			—			184
Total Grubb & Ellis Company shareowners’ deficit		(87,708	)		23,784			(63,924	)
Noncontrolling interests		8,485			(8,457	)		28
Total deficit		(79,223	)		15,327			(63,896	)
Total liabilities and shareowners’ deficit	$	256,531		$	(93,888	)	$	162,643

The accompanying notes are an integral part of the unaudited pro forma condensed consolidated financial statements.

Grubb & Ellis Company
Unaudited Pro Forma Condensed Consolidated Statement of Operations
For the Three Months Ended March 31, 2011

				Disposition of
	Company			Daymark and				Company
	Historical(A)			Alesco(E)				Pro Forma
REVENUE
Management services	$	59,045			—			$	59,045
Transaction services		50,452			—				50,452
Investment management		2,696			65				2,761
Investment management — Daymark		4,035			(4,035	)			—
Rental related		3,860			(3,860	)			—
Total revenue		120,088			(7,830	)			112,258
OPERATING EXPENSE
Compensation costs		114,309			(4,883	)			109,426
General and administrative		22,846			(4,699	)			18,147
Provision for doubtful accounts		2,326			(1,087	)			1,239
Depreciation and amortization		3,469			(1,387	)			2,082
Rental related		2,344			(2,344	)			—
Interest		2,317			(1,445	)	(F)		872
Real estate related recoveries		(9,024	)		9,024				—
Intangible asset impairment		480			(480	)			—
Total operating expense		139,067			(7,301	)			131,766
OPERATING LOSS		(18,979	)		(529	)			(19,508	)
OTHER (EXPENSE) INCOME
Equity in losses of unconsolidated entities		(71	)		(93	)			(164	)
Interest income		79			(41	)			38
Other income		287			(287	)			—
Total other income (expense)		295			(421	)			(126	)
NET LOSS		(18,684	)		(950	)			(19,634	)
Net loss attributable to noncontrolling interests		(395	)		395				—
NET LOSS ATTRIBUTABLE TO GRUBB & ELLIS COMPANY		(18,289	)		(1,345	)			(19,634	)
Preferred stock dividends		(2,897	)		—				(2,897	)
NET LOSS ATTRIBUTABLE TO GRUBB & ELLIS COMPANY COMMON SHAREOWNERS	$	(21,186	)	$	(1,345	)		$	(22,531	)
Basic loss per share
Net loss per share attributable to Grubb & Ellis Company common shareowners	$	(0.32	)					$	(0.34	)
Diluted loss per share
Net loss per share attributable to Grubb & Ellis Company common shareowners	$	(0.32	)					$	(0.34	)
Basic weighted average shares outstanding		65,664							65,664
Diluted weighted average shares outstanding		65,664							65,664

The accompanying notes are an integral part of the unaudited pro forma condensed consolidated financial statements.

Grubb & Ellis Company
Unaudited Pro Forma Condensed Consolidated Statement of Operations
For the Year Ended December 31, 2010

				Disposition of
	Company			Daymark and				Company
	Historical(G)			Alesco(H)				Pro Forma
REVENUE
Management services	$	274,606			—			$	274,606
Transaction services		236,238			—				236,238
Investment management		21,333			(10,628	)			10,705
Investment management — Daymark		21,918			(21,918	)			—
Rental related		21,362			(21,362	)			—
Total revenue		575,457			(53,908	)			521,549
OPERATING EXPENSE
Compensation costs		519,694			(25,338	)			494,356
General and administrative		75,624			(11,896	)			63,728
Provision for doubtful accounts		9,363			(3,189	)			6,174
Depreciation and amortization		12,665			(5,409	)			7,256
Rental related		16,523			(16,523	)			—
Interest		8,504			(6,069	)	(F)		2,435
Real estate related impairments		859			(859	)			—
Intangible asset impairment		2,769			(2,769	)			—
Total operating expense		646,001			(72,052	)			573,949
OPERATING LOSS		(70,544	)		18,144				(52,400	)
OTHER (EXPENSE) INCOME
Equity in losses of unconsolidated entities		(1,413	)		611				(802	)
Interest income		428			(249	)			179
Other income		658			(204	)			454
Total other expense		(327	)		158				(169	)
Loss from continuing operations before income tax benefit		(70,871	)		18,302				(52,569	)
Income tax benefit		78			(609	)			(531	)
Loss from continuing operations		(70,793	)		17,693				(53,100	)
DISCONTINUED OPERATIONS
Loss from discontinued operations — net of taxes		(211	)		211				—
Gain from discontinued operations — net of taxes		1,273			(1,273	)			—
Total income from discontinued operations		1,062			(1,062	)			—
NET LOSS		(69,731	)		16,631				(53,100	)
Net (loss) income attributable to noncontrolling interests		(2,951	)		3,181				230
NET LOSS ATTRIBUTABLE TO GRUBB & ELLIS COMPANY		(66,780	)		13,450				(53,330	)
Preferred stock dividends		(11,588	)		—				(11,588	)
NET LOSS ATTRIBUTABLE TO GRUBB & ELLIS COMPANY COMMON SHAREOWNERS	$	(78,368	)	$	13,450			$	(64,918	)
Basic loss per share
Loss from continuing operations attributable to Grubb & Ellis Company common shareowners	$	(1.23	)					$	(1.00	)
Income from discontinued operations attributable to Grubb & Ellis Company common shareowners	$	0.02						$	—
Net loss per share attributable to Grubb & Ellis Company common shareowners	$	(1.21	)					$	(1.00	)
Diluted loss per share
Loss from continuing operations attributable to Grubb & Ellis Company common shareowners	$	(1.23	)					$	(1.00	)
Income from discontinued operations attributable to Grubb & Ellis Company common shareowners	$	0.02						$	—
Net loss per share attributable to Grubb & Ellis Company common shareowners	$	(1.21	)					$	(1.00	)
Basic weighted average shares outstanding		64,756							64,756
Diluted weighted average shares outstanding		64,756							64,756

The accompanying notes are an integral part of the unaudited pro forma condensed consolidated financial statements.

Grubb & Ellis Company
Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements

(A)	As reported in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2011.
(B)	Adjustments have been made to reflect the sale of Daymark Realty Advisors, Inc. (“Daymark”) and Grubb & Ellis Alesco Global Advisors, LLC (“Alesco”) to unaffiliated third parties, as if the sales had occurred on March 31, 2011. As such, adjustments have been made to remove the carrying value of the assets and liabilities as of March 31, 2011 related to Daymark and Alesco.
(C)	In connection with the sale of Daymark, we paid $0.5 million to pay down a portion of the intercompany balance owed to Daymark as of March 31, 2011. $5.0 million of the intercompany balance was converted to a note payable from Grubb & Ellis Company to Daymark due five years from the date of the sale transaction (August 10, 2016) at an annual interest rate of 7.95% and $10.7 million of the intercompany payable balance was assumed by the purchaser. Adjustment also includes estimated closing costs of $4.2 million related to the sale of Daymark and anticipated sales proceeds of $2.25 million related to the pending sale of Alesco.
(D)	Includes $1.65 million of certain indemnifications and reimbursements of costs provided to purchaser.
(E)	Adjustments have been made to reflect the sale of Daymark and Alesco to unaffiliated third parties, as if the sales had occurred on January 1, 2011. As such, adjustments have been made to remove all revenues and expenses of Daymark and Alesco during the three months ended March 31, 2011.
(F)	Includes interest expense on the $5.0 million note payable to Daymark at an annual interest rate of 7.95%. The note matures five years from the date of the Daymark sale transaction (August 10, 2016).
(G)	As reported in our Annual Report on Form 10-K for the year ended December 31, 2010.
(H)	Adjustments have been made to reflect the sale of Daymark and Alesco to unaffiliated third parties, as if the sales had occurred on January 1, 2010. As such, adjustments have been made to remove all revenues and expenses of Daymark and Alesco during the year ended December 31, 2010.