Roberts Realty Investors, Inc. Announces Special Distribution
18 Diciembre 2008 - 5:00PM
PR Newswire (US)
ATLANTA, Dec. 18 /PRNewswire-FirstCall/ -- Roberts Realty
Investors, Inc. (NYSE Alternext US: RPI) announces that on December
18, 2008, its board of directors declared a distribution of
$9,058,000, or $1.56 per share. The distribution will be paid on
January 29, 2009 in a combination of 20% in cash, or $0.31 per
share, and 80% in Roberts Realty common stock, equal to $1.25 per
share, to shareholders of record at the close of business on
December 29, 2008. The exact number of shares issued in the stock
portion of the distribution will be based on the average of the
closing sales prices of the company's common stock on the NYSE
Alternext US (formerly the American Stock Exchange) on December 22
and December 23, 2008. After the market closes on December 23, the
company will issue a press release that will provide the exact
number of new shares that the company will issue in the
distribution, on a per share and aggregate basis, and the NYSE
Alternext US will adjust that day's closing price to reflect the
cash and stock portions of the distribution. Beginning on December
24, the trading price of the shares will reflect the distribution.
Each shareholder will have the option to elect to receive the
distribution in cash or shares of common stock, except the total
amount of cash the company will pay to shareholders will be limited
to $1,811,000. If shareholders elect to receive a total amount of
cash that exceeds this limit, the company will allocate the total
$1,811,000 in cash on a pro rata basis among those shareholders who
elect cash, and they will receive the balance of their
distributions in shares of common stock. The company will round up
the number of shares issued to each holder to the closest full
share. Roberts Realty sold its 403-unit Addison Place apartment
community for $60,000,000 on June 24, 2008 and paid a distribution
of $0.66 per share/unit on August 5, 2008 from the sale proceeds.
The sales price of $60,000,000 was equal to $148,883 per apartment
unit or $102 per square foot and resulted in net cash proceeds of
approximately $29,300,000 to the company. Addison Place is located
in the city of Johns Creek, Georgia and consists of 118 townhomes
and 285 garden apartments. The first phase of Addison Place
consisting of 118 townhomes was completed in 1999 and the second
phase of 285 garden apartments was completed in 2001. Addison Place
was designed, developed, and constructed by Roberts Properties,
Inc., a non-owned affiliate of the company. To maintain its status
as a REIT and continue to receive favorable tax treatment under the
U.S. tax code, Roberts Realty must distribute at least 90% of its
taxable income to its shareholders, among other requirements. In
addition to the distribution of $0.66 per share/unit Roberts Realty
paid on August 5, 2008, the company has now determined that it must
pay an additional distribution to shareholders and unitholders over
and above the distribution it paid in August. As noted, the
additional distribution will consist of a combination of 20% cash
and 80% Roberts Realty common stock. Mr. Charles S. Roberts, the
company's CEO, stated: "While I would prefer to pay the entire
distribution in cash, we must be prudent and preserve our cash
during these difficult economic times so we can continue to create
long- term value for our shareholders." Promptly after the December
29, 2008 record date, the company will mail to shareholders an
election card along with other appropriate disclosure materials
that will explain the terms of the distribution in more detail. For
an election to be effective, each shareholder will be required to
make his or her election by delivering the election card to the
company's transfer agent, American Stock Transfer & Trust
Company, by no later than 5:00 p.m., Eastern Time, on January 20,
2009. The company expects that the distribution will be classified
as approximately 65.5% long-term capital gain and approximately
34.5% unrecaptured gain under Section 1250 of the Internal Revenue
Code. Even though the payment of the distribution will occur in
2009, the distribution will be taxable to shareholders and
unitholders in 2008 because the distribution was declared in 2008.
A number of the company's shareholders are also holders of units in
Roberts Properties Residential, L.P., the limited partnership
through which Roberts Realty conducts its business. Unitholders
will receive the same cash distribution of $0.31 per share as
shareholders, which will total $551,000 for all unitholders. Each
unitholder will receive the same pro rata distribution of common
stock as a shareholder, but only when the unitholder elects to
convert his or her units to shares of common stock. Roberts Realty
Investors, Inc. is a self-administered, self-managed equity real
estate investment trust based in Atlanta. This press release
contains forward-looking statements within the meaning of the
federal securities laws. Although the company believes the
expectations reflected in the forward-looking statements are based
on reasonable assumptions, the company's actual results could
differ materially from those anticipated in the forward-looking
statements. Certain factors that might cause such a difference
include the following: the final tax treatment of the distribution
may vary from the estimates above in light of the company's final
financial results for 2008. For more information about other risks
and uncertainties Roberts Realty faces, please see the sections
entitled "Risk Factors" in Roberts Realty's most recent annual
report on Form 10-K and quarterly report on Form 10-Q as filed with
the SEC. DATASOURCE: Roberts Realty Investors, Inc. CONTACT:
Charles R. Elliott, Chief Financial Officer of Roberts Realty
Investors, Inc., Telephone: +1-770-394-6000, Fax: +1-770-551-5914
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