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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
September 30, 1996
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Date of Report (Date of Earliest Event Reported)
INCOME OPPORTUNITY REALTY INVESTORS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 1-9525 75-2615944
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(State of Incorporation) (Commission (IRS Employer
File No.) Identification No.)
10670 North Central Expressway, Suite 300, Dallas, TX 75231
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (214) 692-4700
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
This Form 8-K/A amends a Form 8-K Current Report dated September 30, 1996 and
filed October 25, 1996 by Income Opportunity Realty Investors, Inc. (the
"Company") and provides required financial statements that were not available
at the date of the original filing.
(a) Pro forma financial information:
Pro forma statements of operations are presented for the year ended December
31, 1995 and the nine months ended September 30, 1996. A pro forma balance
sheet for September 30, 1996 has not been presented as the purchase of the
Daley Plaza Corporate Center is reflected in the balance sheet included in the
Company's Quarterly Report on Form 10-Q for the three months ended September
30, 1996.
A summary of the pro forma transaction follows:
On September 30, 1996, the Company purchased the Daley Plaza Corporate Center,
a three building, 122,795 square foot office facility in San Diego, California
for $7.1 million exclusive of commissions and closing costs. The Company paid
$3.6 million in cash and received seller mortgage financing of the remaining
$3.5 million. The mortgage bears interest at 6% per annum, compounded monthly.
Principal and accrued but unpaid interest are due on September 25, 1997, the
date of the mortgage's maturity. The $7.1 million purchase price is
approximately 14.4% of the Company's assets at December 31, 1995.
These proforma statements of operations present the Company's operations as if
the purchase transaction described above had occurred at the beginning of each
of the periods presented.
[This space intentionally left blank.]
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INCOME OPPORTUNITY REALTY INVESTORS, INC.
PRO FORMA
STATEMENT OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 1996
<TABLE>
<CAPTION>
Daley Plaza
Corporate
Actual Center Proforma
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(dollars in thousands, except per share)
<S> <C> <C> <C>
Income
Rents..................... $ 6,149 $ 993 $ 7,142
Interest.................. 248 - 248
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6,397 993 7,390
Expenses
Property operations....... 3,198 267 3,465
Equity in (income) of
investees.............. (29) - (29)
Interest.................. 1,803 161 1,964
Depreciation.............. 792 113 905
Advisory fee to affiliate. 302 - 302
General and administrative 918 - 918
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6,984 541 7,525
Net income (loss)........... $ (587) $ 452 $ (135)
============= ========== =========
Earnings per share
Net (loss)................ $ (.38) $ (.09)
============= =========
Weighted average shares of
Common Stock used in
computing earnings per
share..................... 1,533,406 1,533,406
============= =========
</TABLE>
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INCOME OPPORTUNITY REALTY INVESTORS, INC.
PRO FORMA
STATEMENT OF OPERATIONS
YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
Daley Plaza
Corporate
Actual Center Proforma
------------- ----------- ------------
(dollars in thousands, except per share)
<S> <C> <C> <C>
Income
Rents..................... $ 7,688 $ 1,324 $ 9,012
Interest.................. 231 - 231
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7,919 1,324 9,243
Expenses
Property operations....... 4,035 356 4,391
Equity in losses of
investees.............. 744 - 744
Interest.................. 1,979 215 2,194
Depreciation.............. 1,052 150 1,202
Advisory fee to affiliate. 316 - 316
General and administrative 699 - 699
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8,825 721 9,546
Net income (loss)............ $ (906) $ 603 $ (303)
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Earnings per share
Net (loss)................ $ (.57) $ (.19)
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Weighted average shares of
Common Stock used in
computing earnings per
share..................... 1,582,888 1,582,888
============= ===========
</TABLE>
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(b) Financial statements of property acquired:
<TABLE>
<CAPTION>
Exhibit
Number Description
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<S> <C>
99.0 Audited Statement of Revenue and Direct Operating
Expenses of Daley Plaza Corporate Center for the year ended
December 31, 1995.
</TABLE>
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SIGNATURE
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 hereto duly authorized.
INCOME OPPORTUNITY REALTY INVESTORS,
INC.
Date: November 27, 1996 By: /s/ Thomas A. Holland
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Thomas A. Holland
Executive Vice President and
Chief Financial Officer
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INCOME OPPORTUNITY REALTY INVESTORS, INC.
EXHIBITS TO
CURRENT REPORT ON FORM 8-K
Dated November 30, 1996
<TABLE>
<CAPTION>
Exhibit Page
Number Description Number
- - ------- ------------------------------------------- ------
<S> <C> <C>
99.0 Daley Plaza Corporate Center Audited State- 7
ment of Revenues and Direct Operating
Expenses for the year ended December 31,
1995.
</TABLE>
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EXHIBIT 99.0
DALEY CORPORATE CENTER
STATEMENT OF REVENUES
AND DIRECT OPERATING EXPENSES
YEAR ENDED DECEMBER 31, 1995
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Independent Auditors' Report
To the Board of Trustees
Income Opportunity Realty Investors, Inc.
We have audited the accompanying statement of revenues and direct operating
expenses of Daley Corporate Center for the ended December 31, 1995. This
statement of revenues and direct operating expenses is the responsibility of
the Property's management. Our responsibility is to express an opinion on this
statement of revenues and direct operating expenses based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the statement of revenues and direct
operating expenses is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the statement of revenues and direct operating expenses. An audit also
includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall statement of revenues and
direct operating expenses presentation. We believe that our audit provides a
reasonable basis for our opinion.
The accompanying financial statement is prepared for the purpose of complying
with the rules and regulations of the Securities and Exchange Commission (for
inclusion in Form 8-K of Income Opportunity Realty Investors, Inc.) and, as
described in Note 1, is not intended to be a complete presentation of the
results of operations.
In our opinion, the statement of revenues and direct operating expenses
referred to above presents fairly, in all material respects, the revenues and
direct operating expenses of Daley Corporate Center for the year ended December
31, 1995, in conformity with generally accepted accounting principles.
Farmer, Fuqua, Hunt & Munselle, P.C.
Dallas, Texas
November 22, 1996
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DALEY CORPORATE CENTER
STATEMENT OF REVENUES
AND DIRECT OPERATING EXPENSES
YEAR ENDED DECEMBER 31, 1995
<TABLE>
<S> <C>
REVENUES
Net rental revenues $ 1,189,521
Common area maintenance charges 134,767
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Total revenues 1,324,288
OPERATING EXPENSES
Contract services 124,000
Property taxes 83,556
Utilities 71,558
Repairs and maintenance 45,953
Insurance 30,441
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Total direct operating expenses 355,508
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REVENUES IN EXCESS OF DIRECT OPERATING EXPENSES $ 968,780
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</TABLE>
The accompanying notes are an integral part of this statement.
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DALEY CORPORATE CENTER
NOTES TO STATEMENT OF REVENUES
AND DIRECT OPERATING EXPENSES
DECEMBER 31, 1995
NOTE 1: ORGANIZATION AND BASIS OF PRESENTATION
Daley Corporate Center is a 122,795 square foot office
building, located in San Diego, California. During 1995, the
property was owned by Dolphinshire, L.P.
The accompanying financial statement does not include a
provision for depreciation and amortization, bad debt expense,
interest expense or income taxes. Accordingly, this statement
is not intended to be a complete presentation of the results
of operations.
NOTE 2: ACCOUNTING ESTIMATES
The preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
NOTE 3: SUBSEQUENT EVENT
The property was sold to Income Opportunity Realty Investors,
Inc., a Nevada corporation, on September 30, 1996.
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