SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTER ENDED SEPTEMBER 30, 1999 ------------------ Commission File Number 1-14784 ------- INCOME OPPORTUNITY REALTY INVESTORS, INC. ------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) NEVADA 75-2615944 - ------------------------------- ------------------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 10670 North Central Expressway, Suite 300, Dallas, Texas, 75231 ----------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (214) 692-4700 ------------------------------ (Registrant's Telephone Number, Including Area Code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X . No ___. --- Common Stock, $.01 par value 1,528,908 - ---------------------------- --------------------------------- (Class) (Outstanding at October 29, 1999) 1 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS - ----------------------------- The accompanying Consolidated Financial Statements have not been audited by independent certified public accountants, but in the opinion of the management of Income Opportunity Realty Investors, Inc. (the "Company"), all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the Company's consolidated financial position, consolidated results of operations and consolidated cash flows at the dates and for the periods indicated, have been included. INCOME OPPORTUNITY REALTY INVESTORS, INC. CONSOLIDATED BALANCE SHEETS September 30, December 31, 1999 1998 ------------- ------------ (dollars in thousands, except per share) Assets ------ Real estate held for investment, net of accumulated depreciation ($9,387 in 1999 and $7,379 in 1998).................................... $ 83,398 $ 83,691 Investment in partnerships.......................... 842 1,483 Cash and cash equivalents........................... 142 103 Other assets (including $314 in 1999 and $475 in 1998 from affiliates).............................. 3,356 3,418 -------- -------- $ 87,738 $ 88,695 ======== ======== Liabilities and Stockholders' Equity ------------------------------------ Liabilities Notes and interest payable.......................... $ 60,211 $ 60,786 Other liabilities (including $63 in 1999 and $1,194 in 1998 to affiliates)...................... 3,834 4,349 -------- -------- 64,045 65,135 Commitments and contingencies Stockholders' equity Common Stock, $.01 par value; authorized, 10,000,000 shares; issued and outstanding, 1,527,772 shares in 1999 and 1,526,043 in 1998.................................. 15 15 Paid-in capital..................................... 64,868 64,857 Accumulated distributions in excess of accumulated earnings........................................... <41,190> <41,312> -------- -------- 23,693 23,560 -------- -------- $ 87,738 $ 88,695 ======== ======== The accompanying notes are an integral part of these Consolidated Financial Statements. 2 INCOME OPPORTUNITY REALTY INVESTORS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months For the Nine Months Ended September 30, Ended September 30, 1999 1998 1999 1998 ---------- ---------- ----------- ---------- (dollars in thousands, except per share) INCOME Rents................................................................... $ 4,199 $ 3,321 $ 12,016 $ 10,511 Interest................................................................ 10 33 23 158 ---------- --------- ----------- ---------- 4,209 3,354 12,039 10,669 EXPENSES Property operations...................................................... 1,783 1,592 5,076 4,547 Interest................................................................. 1,371 1,388 4,206 4,217 Depreciation............................................................. 690 551 2,008 1,573 Advisory fee to affiliate................................................ 163 165 495 500 Net income fee to affiliate............................................. 63 <4> 65 - General and administrative............................................... 210 206 539 594 ---------- --------- ----------- ---------- 4,280 3,898 12,389 11,431 ---------- --------- ----------- ---------- <Loss> from operations.................................................... <71> <544> <350> <762> Equity in income <loss> of partnerships............................................................ 850 <12> 1,155 249 ---------- --------- ----------- ---------- Net income <loss>......................................................... $ 779 $ <556> $ 805 $ <513> ========== ========= =========== ========== Earnings Per Share Net income <loss>....................................................... $ .51 $ <.37> $ .53 $ <.34> ========== ========= =========== ========== Weighted average Common shares used in computing earnings per share...................................................... 1,527,751 1,522,491 1,526,873 1,520,976 ========== ========= =========== ========== The accompanying notes are an integral part of these Consolidated Financial Statements. 3 INCOME OPPORTUNITY REALTY INVESTORS, INC. CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY For the Nine Months Ended September 30, 1999 Accumulated Distributions in Excess of Common Stock Paid-In Accumulated Stockholders' ---------------------- Shares Amount Capital Earnings Equity ---------- ---------- ----------- -------------- ---------------- (dollars in thousands, except per share) Balance, January 1, 1999......................... 1,526,043 $ 15 $ 64,857 $ <41,312> $ 23,560 Sale of Common Stock under dividend reinvestment plan........................................ 1,729 - 11 - 11 Dividends ($.45 per share) - - - <683> <683> Net income....................................... - - - 805 805 ---------- ---------- ----------- -------------- ---------------- Balance, September 30, 1999........................................ 1,527,772 $ 15 $ 64,868 $ <41,190> $ 23,693 ========== ========== =========== ============== =============== The accompanying notes are an integral part of these Consolidated Financial Statements. 4 INCOME OPPORTUNITY REALTY INVESTORS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For the Nine Months Ended September 30, ----------------------- 1999 1998 ----------- ---------- (dollars in thousands) Cash Flows from Operating Activities Rents collected...................................... $ 12,024 $ 10,806 Interest collected................................... 23 168 Interest paid........................................ (4,085) (4,072) Payments for property operations..................... (4,498) (4,615) Advisory and net income fee paid to affiliate........ (160) (369) General and administrative expenses paid............. (561) (895) Distributions from equity partnerships' operating cash flow......................................... 155 - Other................................................ 94 (225) ----------- --------- Net cash provided by operating activities......... 2,992 798 Cash Flows from Investing Activities Investment in equity partnership..................... (384) - Real estate improvements............................. (1,716) (3,143) Funding of equity partnerships....................... (1) (7) Distributions from equity partnerships' investing cash flow............................... 2,027 399 Collection of note receivable........................ - 2,000 ----------- --------- Net cash (used in) investing activities........... (74) (751) Cash Flows from Financing Activities Payments on notes payable............................ (6,485) (1,180) Proceeds from notes payable.......................... 5,940 800 Deferred borrowing costs............................. (289) (24) Sale of Common Stock under dividend reinvestment plan.............................................. 11 29 Dividends to stockholders............................ (683) (719) Advances from/payments to affiliates................. (1,373) 383 ----------- --------- Net cash (used in) financing activities........... (2,879) (711) Net increase (decrease) in cash and cash equivalents 39 (664) Cash and cash equivalents, beginning of period........ 103 1,145 ----------- --------- Cash and cash equivalents, end of period.............. $ 142 $ 481 =========== ========= The accompanying notes are an integral part of these Consolidated Financial Statements. 5 INCOME OPPORTUNITY REALTY INVESTORS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued For the Nine Months Ended September 30, ----------------------------- 1999 1998 ----------- ----------- (dollars in thousands) Reconciliation of net income (loss) to net cash provided by operating activities Net income (loss)............................................. $ 805 $ (513) Adjustments to reconcile net income (loss) to net cash provided by operating activities Depreciation and amortization............................... 2,159 1,666 Equity in (income) of partnerships.......................... (1,155) (249) Distributions from equity partnerships' operating cash flow................................................ 155 - Decrease in interest receivable............................. - 17 Decrease in other assets.................................... 393 483 Increase (decrease) in interest payable..................... (30) 45 Increase (decrease) in other liabilities.................... 665 (651) ----------- ---------- Net cash provided by operating activities................ $ 2,992 $ 798 =========== ========== The accompanying notes are an integral part of these Consolidated Financial Statements. 6 INCOME OPPORTUNITY REALTY INVESTORS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1. BASIS OF PRESENTATION - ----------------------------- The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for complete financial statements. Operating results for the nine month period ended September 30, 1999 are not necessarily indicative of the results that may be expected for the year ending December 31, 1999. For further information, refer to the Consolidated Financial Statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1998 (the "1998 Form 10-K"). Certain balances for 1998 have been reclassified to conform to the 1999 presentation. NOTE 2. INVESTMENT IN EQUITY METHOD REAL ESTATE ENTITIES - -------------------------------------------------------- The Company owns a 36.3% general partner interest in Tri-City Limited Partnership ("Tri-City"), which, at January 1, 1999, owned three commercial properties in Texas. In June 1999, Tri-City sold the 48,696 sq. ft. Summit at Bridgewood Shopping Center for $3.3 million, receiving net cash of $3.1 million after the payment of various closing costs, including a real estate brokerage commission of $119,000 to Carmel Realty, Inc. ("Carmel Realty"), an affiliate of Basic Capital Management, Inc. ("BCM"), the Company's advisor. The Company received a distribution of $1.2 million of such net cash. Tri-City recognized a gain of $587,000 on the sale of which the Company's equity share was $213,000. In July 1999, Tri-City sold the 53,472 sq. ft. MacArthur Mills Office Building in Carrollton, Texas, for $3.9 million, receiving net cash of $2.3 million after paying off $1.3 million of mortgage debt and the payment of various closing costs, including a real estate brokerage commission of $137,000 to Carmel Realty. The Company received a distribution of $871,000 of such net cash. Tri-City recognized a gain of $2.3 million on the sale of which the Company's equity share was $822,000. In September 1999, the Company invested $384,000 for a 10% limited partnership interest in TCI Eton Square, L.P., a Texas limited partnership which purchased the 222,654 sq. ft. Eton Square Building in Tulsa, Oklahoma, for $14.0 million paying $3.1 million in cash and obtaining mortgage financing of $10.5 million. The mortgage bears interest at 8.5% per annum requires monthly payments of principal and interest of $84,549 and matures in October 2004. The partnership paid a real estate brokerage commission of $330,000 to Carmel Realty and a real estate acquisition fee of $140,000 to BCM. 7 INCOME OPPORTUNITY REALTY INVESTORS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued NOTE 3. NOTES AND INTEREST PAYABLE - ---------------------------------- In January 1999, the mortgage debt in the amount of $2.5 million secured by the 42,895 sq. ft. Akard Plaza Office Building in Dallas, Texas, matured. In February 1999, the lender agreed to extend the maturity date to June 1999. In July 1999, the Company refinanced the matured mortgage debt in the amount of $2.1 million, paying net cash of $547,000 to payoff the $2.5 million in mortgage debt and the payment of various closing costs, including a mortgage brokerage and equity refinancing fee of $21,000 to BCM. The new mortgage bears interest at a variable rate, currently 8.07% per annum, requires monthly payments of principal and interest of $16,306 and matures in August 2002. In August 1999, the Company refinanced the mortgage debt secured by the 128 unit La Monte Park Apartments in Houston, Texas, in the amount of $3.8 million, receiving net cash of $355,000 after paying off $3.3 million in mortgage debt and the payment of various closing costs and escrows. The new mortgage bears interest at 7.95% per annum, requires monthly payments of principal and interest of $28,043 and matures in September 2009. A mortgage brokerage and equity refinancing fee of $38,000 was paid to BCM. NOTE 4. COMMITMENTS AND CONTINGENCIES - ------------------------------------- The Company is involved in various lawsuits arising in the ordinary course of business. Management is of the opinion that the outcome of these lawsuits will have no material impact on the Company's financial condition, results of operations or liquidity. NOTE 5. OPERATING SEGMENTS - -------------------------- Significant differences among the accounting policies of the Company's operating segments as compared to the Company's consolidated financial statements principally involve the calculation and allocation of general and administrative expenses. Management evaluates the performance of the operating segments and allocates resources to each of them based on their operating income and cash flow. The Company based reconciliation of expenses that are not reflected in the segments is $539,000 of general and administrative expenses in the nine months ended September 30, 1999 and $594,000 in 1998. There are no intersegment revenues and expenses and the Company conducts all of its business in the United States. 8 INCOME OPPORTUNITY REALTY INVESTORS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued NOTE 5. OPERATING SEGMENTS (Continued) - -------------------------- Presented below is the operating income of each of the Company's reportable operating segments for the nine months ended September 30, and each segment's assets at September 30. Commercial 1999 Properties Apartments Total - ---------- ---------- ---------- ------- Rents........................... $ 8,022 $ 3,994 $12,016 Property operating expenses..... 3,307 1,769 5,076 ---------- ---------- ------- Operating income................ $ 4,715 $ 2,225 $ 6,940 ========== ========== ======= Depreciation.................... $ 1,556 $ 452 $ 2,008 Interest........................ 2,832 1,374 4,206 Real estate improvements........ 1,716 - 1,716 Assets.......................... 58,952 24,446 83,398 1998 - ---------- Rents........................... $ 6,569 $ 3,942 $10,511 Property operating expenses..... 2,711 1,836 4,547 ---------- ---------- ------- Operating income................ $ 3,858 $ 2,106 $ 5,964 ========== ========== ======= Depreciation.................... $ 1,121 $ 452 $ 1,573 Interest........................ 2,828 1,389 4,217 Real estate improvements........ 3,034 109 3,143 Assets.......................... 58,371 25,112 83,483 ________________________ ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND - ------------------------------------------------------------------------ RESULTS OF OPERATIONS --------------------- Introduction - ------------ The Company invests in equity interests in real estate through direct equity ownership and partnerships and has invested in mortgage loans on real estate. The Company is the successor to a California business trust organized on December 14, 1984 which commenced operations on April 10, 1985. Liquidity and Capital Resources - ------------------------------- Cash and cash equivalents at September 30, 1999, were $142,000, compared with $103,000 at December 31, 1998. The Company's principal sources of cash have been, and will continue to be property operations, proceeds from property sales, financings and refinancings, partnership distributions and, to the extent necessary, advances from its advisor. The Company's cash flow from property operations (rents collected less payments for expenses applicable to rental income) increased to $7.5 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND - ------------------------------------------------------------------------ RESULTS OF OPERATIONS --------------------- Liquidity and Capital Resources (Continued) - ------------------------------- million in the nine months ended September 30, 1999 from $6.2 million in 1998. This increase was mainly due to an increase in rental rates and an increase in occupancy at the Company's commercial properties. Interest collected decreased to $23,000 in 1999 from $168,000 in 1998. The decrease was due to the collection of the Company's last remaining mortgage note receivable in August 1998. General and administrative expenses paid decreased to $561,000 in 1999 from $895,000 in 1998. This decrease was due to a decrease in legal fees relating to the Olive litigation and a decrease in professional fees paid related to prospective property purchases. Distributions received from equity partnerships were $2.2 million in 1999 compared to $399,000 in 1998. This increase was due to Tri-City's sale of the Summit at Bridgewood Shopping Center and MacArthur Mills Office Building. See NOTE 2. "INVESTMENT IN EQUITY METHOD REAL ESTATE ENTITIES." Other cash from operating activities increased to $94,000 in 1999 from a use of $225,000 in 1998. The increase is due to a decrease in prepaids and other assets and an increase other liabilities. Under its advisory agreement, all or a portion of the annual advisory fee must be refunded by the advisor if the operating expenses of the Company exceed certain limits specified in the advisory agreement. The Company received a refund of $337,000 of its 1998 advisory fee in March 1999 as compared to $202,000 of its 1997 advisory fee in March 1998. In 1999, dividends of $.45 per share or a total of $683,000 were paid and 1,729 shares of Common Stock were sold through the dividend reinvestment program for a total of $11,000. Management reviews the carrying values of the Company's properties at least annually and whenever events or a change in circumstances indicate that impairment may exist. Impairment is considered to exist if, in the case of a property, the future cash flow from the property (undiscounted and without interest) is less than the carrying amount of the property. If impairment is found to exist, a provision for loss is recorded by a charge against earnings. The property review generally includes selective property inspections, discussions with the manager of the property and visits to selected properties in the area and a review of the following: (1) the property's current rents compared to market rents; (2) the property's expenses; (3) the property's maintenance requirements; and (4) the property's cash flows. Results of Operations - --------------------- For the three and nine months ended September 30, 1999, the Company had net income of $779,0000 and $805,000 as compared with a net loss of 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND - ------------------------------------------------------------------------ RESULTS OF OPERATIONS (Continued) --------------------- Results of Operations (Continued) - --------------------- $556,000 and net income $513,000 for the corresponding periods in 1998. Fluctuations in components of revenue and expense between the 1998 and 1999 periods are discussed below. Rents in the three and nine months ended September 30, 1999 were $4.2 million and $12.0 million as compared to $3.3 million and $10.5 million in the corresponding periods in 1998. The increase in rents was mainly due to an increase in rental rates and a decrease in lost rents from bad debts at the Company's commercial properties and the initial leasing of an office building construction of which was completed in September 1998. Rents for the remainder of 1999 are expected to increase as the occupancy rate at the Company's commercial properties is expected to increase. Property operations expense in the three and nine months ended September 30, 1999 was $1.8 million and $5.1 million as compared to $1.6 million and $4.5 million in the corresponding periods in 1998. The increases were due to an increase in property tax and repair and maintenance expenses at the Company's commercial properties in addition to leasing expenses relating to the lease up of the Company's recently completed 2010 Valley View Office Building. Interest income in the three and nine months ended September 30, 1999 was $10,000 and $23,000 as compared to $33,000 and $158,000 in the corresponding periods in 1998. The decrease was due to the collection of the Company's last remaining mortgage note receivable in August 1998. Interest income for the remainder of 1999 is expected to be insignificant. Interest expense was constant at $1.4 million and $4.2 million in the three and nine months ended September 30, 1999 and as compared to 1998. Interest expense for the remainder of 1999 is expected to approximate that of the third quarter, unless the Company acquires or sells properties. Depreciation increased to $690,000 and $2.0 million in the three and nine months ended September 30, 1999 compared to $551,000 and $1.6 million in the corresponding periods in 1998. The increase was due to increased depreciation of capital and tenant improvements at the Company's commercial properties. Depreciation is expected to remain constant, unless the Company acquires or sells properties. The advisory fee of $163,000 and $495,000 in the three and nine months ended September 30, 1999 approximated the $165,000 and $500,000 in 1998. Advisory fee expense is expected to remain constant, unless the Company acquires or sells properties. Net income fee was $63,000 and $65,000 in the three and nine months ended September 30, 1999. No such fee was incurred for the nine months ended September 30, 1998. The net income fee is payable to the Company's advisor based on 7.5% of the Company's net income. 11 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND - ------------------------------------------------------------------------ RESULTS OF OPERATIONS (Continued) --------------------- Results of Operations (Continued) - --------------------- General and administrative expense was $210,000 and $539,000 for the three and nine months ended September 30, 1999 as compared to $206,000 and $594,000 in the corresponding periods in 1998. The nine month decrease was mainly due to a decrease in legal fees related to litigation and professional fees relating to prospective property purchases. General and administrative expense for the remainder of 1999 is expected to approximate that of the third quarter of 1999. Tax Matters - ----------- As more fully discussed in the Company's 1998 Form 10-K, the Company has elected and, in management's opinion, qualified, to be taxed as a real estate investment trust ("REIT"), as defined under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, (the "Code"). To continue to qualify for federal taxation as a REIT under the Code, the Company is required to hold at least 75% of the value of its total assets in real estate assets, government securities, cash and cash equivalents at the close of each quarter of each taxable year. The Code also requires a REIT to distribute at least 95% of its REIT taxable income plus 95% of its net income from foreclosure property, all as defined in Section 857 of the Code, on an annual basis to shareholders. Inflation - --------- The effects of inflation on the Company's operations are not quantifiable. Revenues from apartment operations tend to fluctuate proportionately with inflationary increases and decreases in housing costs. Fluctuations in the rate of inflation also affect the sales value of properties and the ultimate gain to be realized from property sales. To the extent that inflation affects interest rates, earnings from short-term investments and the cost of new financings as well as the cost of variable interest rate debt will be affected. Environmental Matters - --------------------- Under various federal, state and local environmental laws, ordinances and regulations, the Company may be potentially liable for removal or remediation costs, as well as certain other potential costs, relating to hazardous or toxic substances (including governmental fines and injuries to persons and property) where property-level managers have arranged for the removal, disposal or treatment of hazardous or toxic substances. In addition, certain environmental laws impose liability for release of asbestos-containing materials into the air, and third parties may seek recovery for personal injury associated with such materials. Management is not aware of any environmental liability relating to the above matters that would have a material adverse effect on the Company's business, assets or results of operations. 12 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND - ------------------------------------------------------------------------ RESULTS OF OPERATIONS (Continued) --------------------- Year 2000 - --------- BCM, the Company's advisor, has informed management that its computer hardware operating system and computer software have been certified as year 2000 compliant. Further, Carmel Realty Services, Ltd. ("Carmel, Ltd."), an affiliate of BCM that performs property management services for the Company's properties, has informed management that effective January 1, 1999 it began using year 2000 compliant computer hardware and property management software for the Company's commercial properties. With regard to the Company's apartments, Carmel, Ltd. has informed management that its subcontractors are also using year 2000 compliant computer hardware and property management software. The Company has not incurred, nor does it expect to incur, any costs related to its computer hardware and accounting and property management software being modified, upgraded or replaced to make them year 2000 compliant. Such costs have been or will be borne by either BCM, Carmel, Ltd. or the property management subcontractors of Carmel, Ltd. Management has completed its evaluation of the Company's computer controlled building systems, such as security, elevators, heating and cooling, etc., to determine what systems are not year 2000 compliant. Management believes that necessary modifications to such systems are insignificant and do not require significant expenditures to make the affected systems year 2000 compliant, as enhanced operating systems are readily available. The Company has or will have in place the year 2000 compliant systems that will allow it to operate. The risks the Company faces are that certain of its vendors will not be able to supply goods or services and that financial institutions and taxing authorities will not be able to accurately apply payments made to them. Management believes that other vendors are readily available and that financial institutions and taxing authorities will, if necessary, apply monies received manually. The likelihood of the above having a significant impact on the Company's operations is negligible. 13 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K - ----------------------------------------- (a) Exhibits: Exhibit Number Description - ------- ------------------------------------------------------------------ 27.0 Financial Data Schedule, filed herewith. (b) Reports on Form 8-K as follows: None. 14 SIGNATURE PAGE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. INCOME OPPORTUNITY REALTY INVESTORS, INC. Date: November 4, 1999 By: /s/ Karl L. Blaha ------------------------ ---------------------------------- Karl L. Blaha President Date: November 4, 1999 By: /s/ Thomas A. Holland ------------------------ ---------------------------------- Thomas A. Holland Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 15 INCOME OPPORTUNITY REALTY INVESTORS, INC. EXHIBITS TO QUARTERLY REPORT ON FORM 10-Q For the Nine Months Ended September 30, 1999 Exhibit Page Number Description Number - ------- ------------------------------------------------ ------ 27.0 Financial Data Schedule. 17 16