Wellsford Real (AMEX:WRP)
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From Sep 2019 to Sep 2024
Wellsford Real Properties, Inc. (AMEX: WRP) announced
today that it has completed the sale of the three operating
residential rental phases of its Palomino Park project for $176
million (before costs and expenses) to TIAA-CREF, a national financial
services organization. Palomino Park is a five phase, 1,707 unit
multifamily residential development in Highlands Ranch, a southern
suburb of Denver, Colorado. The five phases include (i) the three
operating residential rental phases comprising 1,184 units with a
total of 1.3 million square feet (Blue Ridge, Red Canyon and Green
River), which were sold, (ii) the 264 unit Silver Mesa phase which was
previously converted into condominiums and sold, and (iii) the 259
unit Gold Peak phase which is being retained by WRP and is currently
under construction as condominiums.
The Company expects to report a financial statement net gain of
approximately $51 million on the transaction after costs and expenses,
minority interest share and state income taxes. WRP does not expect
significant Federal income taxes as a result of existing tax losses
available to WRP.
As a result of the completion of the sale, WRP's Board of
Directors declared an initial liquidating distribution of $14 per
share payable December 14, 2005 to stockholders of record on December
2, 2005.
WRP's principal assets now consist of condominium and single
family home projects in Denver, Colorado, East Lyme, Connecticut and
Claverack, New York and an approximate 22% interest in Reis, Inc., a
real estate information and data company.
This press release, together with other statements and information
publicly disseminated by WRP, contains certain forward-looking
statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of WRP or industry results
to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements.
Such factors include, among others, the following, which are discussed
in greater detail in the "Risk Factors" section of WRP's registration
statement on Form S-3 (file No. 333-73874) filed with the Securities
and Exchange Commission ("SEC") on December 14, 2001, as may be
amended, and the Definitive Proxy Statement dated October 10, 2005 and
filed with the SEC on October 11, 2005, which are incorporated herein
by reference: general and local economic and business conditions;
future impairment charges as a result of possible declines in the
expected values and cash flows of residential development projects and
investments or changes in the intent with regards to such projects and
investments; competition; risks of real estate acquisition,
development, construction and renovation including construction delays
and cost overruns; inability to comply with zoning and other laws and
obtain governmental approvals; the risk of inflation in development
costs (including construction materials); the availability of
insurance coverages; the inability to obtain or replace construction
financing for its development projects; adverse consequences of debt
financing including, without limitation, the necessity of future
financings to repay maturing debt obligations; inability to meet
financial and valuation covenants contained in loan agreements;
inability to repay financings; exposure to variable rate based
financings; risk of foreclosure on collateral; risks of leverage;
risks associated with equity investments in and with third parties;
risks associated with our reliance on joint venture partners
including, but not limited to, the inability to obtain consent from
partners for certain business decisions, reliance on partners who are
solely responsible for the books, records and financial statements of
such ventures, the potential risk that our partners may become
bankrupt, have economic or other business interests and objectives
which may be inconsistent with those of WRP and our partners being in
a position to take action contrary to our instructions or requests;
inability and/or unwillingness of partners to provide their share of
any future capital requirements; availability and cost of financing;
interest rate risks; demand by prospective buyers of condominiums and
single family homes; inability to realize gains from sales of
condominiums and single family homes; lower than anticipated sales
prices; inability to close on sales of properties; the risks of
seasonality and increasing interest rates on WRP's ability to sell
condominium units and single family homes; increases in energy costs,
construction materials and interest could adversely impact our home
building business as homes become more expensive to build and profit
margins could deteriorate; inability to raise sale prices to maintain
profit margins; the negative impact from a continuing rise in energy
costs and interest rates on our marketing efforts and the ability for
buyers to afford our homes at any price level, which could result in
the inability to meet targeted sales prices or cause sales price
reductions; environmental risks; the Board could abandon the Plan even
after its approval by the stockholders; failure to achieve proceeds
from the sales of assets to meet the estimated ranges total
distributions to stockholders under the Plan; the uncertainty as to
the timing of sales of assets and the impact on the timing of
distributions to stockholders; illiquidity of real estate assets and
joint venture investments; increases in expenses which would
negatively impact the amount of distributions pursuant to the Plan;
unknown claims and liabilities which would negatively impact the
amount of distributions pursuant to the Plan; the sale of undeveloped
land, rather than the construction and sale, in the normal course of
business, of single family homes or condominium units which would
negatively impact the amount of distributions pursuant to the Plan;
and other risks listed from time to time in WRP's reports filed with
the SEC. Therefore, actual results could differ materially from those
projected in such statements.