NEW YORK, Feb. 27, 2015 /PRNewswire/ --
Fourth Quarter 2014 Highlights
- Cash available for distribution ("CAD") of $0.27 per share.
- Fourth quarter 2014 cash dividend of $0.10 per common share.
- $1.1 billion of NorthStar
Realty common equity issued for the acquisition of Griffin-American
Healthcare REIT II, Inc.
- Raised $1.2 billion of capital
in the non-traded REIT business during 2014, including $531 million in the fourth quarter. Raised
$210 million of capital year-to-date
2015.
- Completed acquisition of a 44% interest in American
Healthcare Investors, LLC ("AHI"); Griffin-American Healthcare REIT
III, Inc., which is co-sponsored by AHI, raised over $1.8 billion of capital since inception with
approximately $913 million of capital
during 2014, including $703 million
in the fourth quarter and approximately $900
million year-to-date 2015.
- Total assets of managed companies as of December 31, 2014 of approximately $21.7 billion, including investments that
NorthStar Realty acquired or committed to acquire subsequent to the
fourth quarter 2014.
NorthStar Asset Management Group Inc. (NYSE: NSAM) today
announced its results for the fourth quarter ended December 31, 2014.
Fourth Quarter 2014 Results
NSAM reported CAD for the fourth quarter 2014 of $52.1 million, or $0.27 per share. Net income to common
stockholders for the fourth quarter 2014 was $34.4 million, or $0.18 per diluted share. For the fourth quarter
2014, NSAM reported a current income tax benefit in CAD of
$2.6 million primarily from a
reversal of a valuation allowance related to an accumulated net
operating loss through June 30, 2014,
compared to an income tax expense of $6.1
million reported in the third quarter 2014. Excluding this
tax benefit and assuming a tax rate equivalent to the prior
quarter, CAD would have been $0.22
per share. During the fourth quarter, NSAM also reported a deferred
tax benefit of $5.4 million, which is
excluded from CAD.
For more information and a reconciliation of CAD to net income,
please refer to the tables on the following pages.
David T. Hamamoto, chairman and
chief executive officer, commented, "2014 was a successful
inaugural year for NSAM. Our spin-off from NorthStar Realty
unlocked significant value for shareholders and created a premier
asset manager with a fast growing global presence. We are
enthusiastic about NorthStar Realty's recently announced proposed
spin-off of its European real estate business and the new
management agreement NSAM will have with this "permanent life"
vehicle. NorthStar Realty Europe Corp. is expected to have an
attractive cost of capital and an opportunity to capitalize on a
robust investment pipeline of high-quality European commercial real
estate."
Mr. Hamamoto continued, "Turning to our non-traded platform, the
capital raising momentum in active offerings continues to be strong
highlighted by a record year in 2014 with $1.2 billion raised in our managed non-traded
REITs. In January 2015, NorthStar
Healthcare successfully completed its initial offering with
$1.1 billion raised in total,
including $120 million in only 12
days in January. As we look forward into 2015 we are optimistic
about our position in the non-traded market and our ability to
raise substantial amounts of capital given our proven institutional
track record and diverse product line up, which includes the
$700 million follow-on offering for
NorthStar Healthcare that was declared effective by the SEC earlier
this month, the $2.0 billion
NorthStar/RXR New York Metro that we are co-sponsoring with RXR
Realty, which was recently declared effective by the SEC and the
$1.0 billion NorthStar Corporate
Income BDC that we are co-sponsoring with Och-Ziff Capital, which
submitted its initial registration statement in the fourth quarter
2014."
NSAM Managed Companies Results
NorthStar Realty (NYSE: NRF)
- Base asset management fee of $41.4
million earned during the fourth quarter 2014.
- Incentive fee of $2.0 million
earned during the fourth quarter 2014.
- $1.1 billion of NorthStar Realty
common equity issued related to the acquisition of Griffin-American
Healthcare REIT II, Inc. ("Griffin-American").
NorthStar Realty European REIT Spin-off
- On February 26, 2015, NorthStar
Realty announced that its board of directors unanimously approved a
plan to spin-off its European real estate business into a
newly-formed publicly-traded REIT, NorthStar Realty Europe Corp.,
or NRE, expected to be listed on the NYSE and potentially in
Europe. Currently, NorthStar Realty has acquired or committed
to acquire $2 billion of European
real estate (excluding European healthcare assets) comprised of 50
properties spanning across some of Europe's top markets that will be contributed
to NRE upon the completion of the proposed European spin-off. NSAM
will manage NRE pursuant to a long-term management agreement
substantially consistent with NorthStar Realty's existing
management agreement with NSAM. The proposed spin-off is expected
to be completed in the second half of 2015. For further details
related to the spin-off, please refer to the Investor Presentation
posted on NorthStar Realty's website, www.nrfc.com.
|
Annual Base
Management Fee Calculation:
|
|
|
$ in
millions
|
|
|
Annual Base
Management Fee as of December 31, 2014
|
$
179.3
|
|
Exchangeable note
conversions
|
0.2
|
|
7.0 million shares
from the third quarter forward sale agreement
|
1.8
|
|
|
|
February 24, 2015
Annual Base Management Fee
|
181.3
|
|
|
|
Remaining
exchangeable note conversion shares
|
0.8
|
|
|
|
Pro forma Annual
Base Management Fee
|
$
182.1
|
Non-Traded REITs
- Total aggregate asset management and other fees of $26.1 million earned during the fourth quarter
2014.
- Total capital raised during the fourth quarter 2014 of
$531 million.
- NorthStar Healthcare's registration statement on Form S-11
related to its follow-on offering of up to $700 million was declared effective by the SEC in
February 2015.
- Griffin-American Healthcare REIT III, Inc. ("GAHR III"), a
healthcare focused non-traded REIT co-sponsored by American
Healthcare Investors, LLC ("AHI"), of which NSAM owns a 44%
interest, has raised over $1.8
billion of capital since inception.
Non-traded REITs Summary Financial Information:
|
(amounts in
millions)
|
|
NorthStar
Income
|
|
NorthStar
Healthcare
|
|
NorthStar Income
II
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Raising
Status
|
|
Completed July
2013
|
|
Completed Initial
Offering in January 2015, Follow-On Offering Declared Effective in
February 2015
|
|
Active
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Primary
Strategy
|
|
CRE Debt
|
|
Healthcare Equity and
Debt
|
|
CRE Debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Offering
Size
|
|
$1.1
billion(1)
|
|
$1.8
billion(1)
|
|
$1.65
billion(1)
|
|
$4.55
billion
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
Raised
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q4 2014
|
|
$
11.0
|
|
$
424.3
|
|
$
96.0
|
|
$
531.3
|
|
|
Full year
2014
|
|
42.7
|
|
867.2
|
|
280.2
|
|
1,190.1
|
|
|
Year-to-date through
2-24-15
|
|
7.4
|
|
125.3
|
|
76.9
|
|
209.6
|
|
|
Inception-to-date
through 2-24-15
|
|
1,195.6
|
|
1,101.6
|
|
384.8
|
|
2,682.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During Q4
2014
|
|
$
192.4
|
|
$
594.3
|
|
$
161.3
|
|
$
948.0
|
|
|
As of
12-31-14
|
|
2,183.6
|
|
1,088.6
|
|
533.1
|
|
3,805.2
|
|
|
Cash as of
12-31-14
|
|
125.8
|
|
267.7
|
|
41.6
|
|
435.1
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees earned during
the fourth quarter
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset management
fees
|
|
$
6.2
|
|
$
1.7
|
|
$
1.4
|
|
$
9.3
|
|
|
Acquisition
fees
|
|
1.5
|
|
13.4
|
|
1.6
|
|
16.5
|
|
|
Disposition
fees
|
|
0.3
|
|
-
|
|
-
|
|
0.3
|
|
|
Total
fees
|
|
$
8.0
|
|
$
15.1
|
|
$
3.0
|
|
$
26.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Represents
amounts of shares registered to offer pursuant to each company's
public offering and includes the follow-on public offering for
NorthStar Healthcare.
|
|
|
(2) Based on cost for
real estate equity investments, which includes net purchase price
allocation related to intangibles, deferred costs and other assets,
if any,
|
|
|
committed principal amount
for real estate debt and securities and carrying value plus
deferred acquisition prices for limited partnership interests in
private equity funds.
|
NorthStar Realty Securities, Broker Dealer
- Net selling commission of $2.5
million earned during the fourth quarter 2014.
- On February 9, 2015, the
registration statement on Form S-11 related to the $2 billion initial public offering by
NorthStar/RXR New York Metro, a non-traded REIT focused on
commercial real estate in the New
York tri-state area and co-sponsored by NSAM and RXR Realty
LLC, was declared effective by the SEC. This information does not
constitute an offer of any securities for sale.
- NSAM and Och-Ziff Capital Management Group, LLC are
co-sponsoring a $1 billion non-traded
business development company, NorthStar Corporate Income, Inc.,
which would diversify NSAM's retail products into the corporate
lending business. This information does not constitute an offer of
any securities for sale.
NSAM Investments
- In the fourth quarter 2014, NSAM acquired an approximately 44%
interest, as adjusted for certain warrants expected to be
exercised, in the business of AHI, for $58
million, consisting of $38
million in cash and $20
million of NSAM stock (subject to certain lock-up and
vesting restrictions). AHI is the co-sponsor of GAHR III, a
$1.9 billion non-traded healthcare
focused REIT. AHI is entitled to receive 75% of all asset
management and other fees of GAHR III and future healthcare focused
non-traded REITs jointly sponsored by AHI and Griffin Capital
Corporation.
- In January 2015, NSAM acquired an
approximate 45% interest in Island Hospitality ("Island") for
$33 million in cash and $5 million of NSAM stock (subject to certain
lock-up and vesting restrictions). Island currently manages
approximately 140 hotel properties and has long standing industry
relationships with major franchisors including Marriott, Hilton,
Hyatt and Starwood.
Liquidity, Financing and Capital Markets
Highlights
- As of February 24, 2015,
unrestricted cash was approximately $88
million.
Stockholders' Equity
As of February 25, 2015, NSAM had
196.2 million total common shares, deferred LTIP units and certain
RSUs not subject to market based performance hurdles,
outstanding.
Earnings Conference Call
NSAM will hold a conference call to discuss fourth quarter ended
2014 financial results on February 27,
2015, at 11:00 a.m. Eastern
time. Hosting the call will be David Hamamoto, chairman and chief executive
officer; Albert Tylis, president;
Daniel Gilbert, chief investment and
operating officer; and Debra Hess,
chief financial officer.
The call will be webcast live over the Internet from NSAM's
website, www.nsamgroup.com, and will be archived on the Company's
website. The call can also be accessed live over the phone by
dialing 888-539-3696, or for international callers, by dialing
719-325-2429, and using passcode 6320291.
A replay of the call will be available two hours after the call
through Thursday, March 5, 2015 by
dialing 888-203-1112 or, for international callers, 719-457-0820,
using pass code 6320291.
About NorthStar Asset Management Group
NorthStar Asset Management Group Inc. (NYSE: NSAM) is a global
asset management firm focused on strategically managing real estate
and other investment platforms in the
United States and internationally. For more information
about NorthStar Asset Management Group Inc., please visit
www.nsamgroup.com.
|
|
|
|
|
|
NorthStar Asset
Management Group Inc.
|
|
|
|
|
|
Combined
Consolidated Statements of Operations
|
|
|
|
|
|
($ in thousands,
except share and per share data)
|
|
|
|
|
|
(Unaudited)
|
|
Three Months Ended
December 31,
|
|
|
2014(1)
|
|
2013(1)
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
Asset management and
other fees related parties(2)
|
|
$
69,438
|
|
$
9,556
|
|
Selling commissions
and dealer manager fees, related parties
|
|
49,553
|
|
11,358
|
|
Other
revenue
|
|
68
|
|
25
|
|
Total
revenues
|
|
119,059
|
|
20,939
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
Commission
expense
|
|
47,039
|
|
10,821
|
|
Transaction
costs
|
|
-
|
|
1,590
|
|
Other
expenses
|
|
1,112
|
|
64
|
|
General and
administrative expenses
|
|
|
|
|
|
Salaries and related
expense
|
|
15,211
|
|
5,550
|
|
Equity-based
compensation expense
|
|
21,364
|
|
664
|
|
Other general and
administrative expenses
|
|
6,925
|
|
1,386
|
|
Total general and
administrative expenses
|
|
43,500
|
|
7,600
|
|
Total
expenses
|
|
91,651
|
|
20,075
|
|
Income (loss)
before equity in earnings (losses) of unconsolidated ventures and
income tax (benefit) expense
|
|
27,408
|
|
864
|
|
Equity in earnings
(losses) of unconsolidated ventures
|
|
(965)
|
|
-
|
|
Income (loss)
before income tax (benefit) expense
|
|
26,443
|
|
864
|
|
Current income tax
(benefit) expense
|
|
(2,563)
|
|
-
|
|
Deferred income tax
(benefit) expense
|
|
(5,441)
|
|
-
|
|
Net income
(loss)
|
|
$
34,447
|
|
$
864
|
|
|
|
|
|
|
Earnings (loss)
per share:
|
|
|
|
|
|
Basic
|
|
$
0.18
|
|
$
0.01
|
|
Diluted
|
|
$
0.18
|
|
$
0.01
|
|
|
|
|
|
|
Weighted average
number of shares:
|
|
|
|
|
|
Basic
|
|
187,961,943
|
|
188,596,829
|
|
Diluted
|
|
191,822,188
|
|
188,596,829
|
|
|
|
|
|
|
Dividends declared
per share of common stock
|
|
$
0.10
|
|
$
-
|
|
|
(1) The combined
consolidated financial statements for the three months ended
December 31, 2014 represent NSAM's results of operations subsequent
to the spin-off of NorthStar Realty's historical asset management
business. Periods prior to June 30, 2014 present a carve-out of
NorthStar Realty's historical financial information including
revenues and expenses allocated to NSAM related to NorthStar
Realty's historical asset management business. As a result, results
of operations for the three months ended December 31, 2014 may not
be comparative to our results of operations reported for the prior
period presented.
(2) NSAM began
earning fees on July 1, 2014, in connection with the management
agreement with NorthStar Realty.
|
|
NorthStar Asset
Management Group Inc.
|
|
|
|
|
|
Combined
Consolidated Balance Sheets
|
|
|
|
|
|
($ in thousands,
except share data)
|
|
|
|
|
|
|
December
31,
|
|
|
2014
(unaudited)
|
|
2013
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
Cash
|
|
$
109,199
|
|
$
7,537
|
|
Restricted
cash
|
|
3,190
|
|
-
|
|
Receivables, related
parties
|
|
77,626
|
|
23,187
|
|
Investments in
unconsolidated ventures
|
|
54,480
|
|
-
|
|
Other
assets
|
|
22,913
|
|
985
|
|
Total
assets
|
|
$
267,408
|
|
$
31,709
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
Accounts payable and
accrued expenses
|
|
$
49,957
|
|
$
1,373
|
|
Commissions
payable
|
|
12,164
|
|
1,968
|
|
Total
liabilities
|
|
62,121
|
|
3,341
|
|
|
|
|
|
|
Commitments and
contingencies
|
|
|
|
|
|
Equity
|
|
|
|
|
|
NorthStar Asset
Management Group Inc. Stockholders' Equity
|
|
|
|
|
|
Performance common
stock, $0.01 par value, 500,000,000 shares authorized; 3,738,314
shares and no shares
|
|
|
|
|
|
issued and
outstanding as of December 31, 2014 and 2013,
respectively
|
|
37
|
|
|
|
Common stock, $0.01
par value, 500,000,000 and 3,000 shares authorized, 192,947,825 and
1,000
|
|
|
|
|
|
shares issued and
outstanding as of December 31, 2014 and 2013,
respectively
|
|
1,930
|
|
-
|
|
Additional paid-in
capital
|
|
276,874
|
|
105,498
|
|
Retained earnings
(accumulated deficit)
|
|
(73,554)
|
|
(77,130)
|
|
Total
equity
|
|
205,287
|
|
28,368
|
|
Total liabilities
and equity
|
|
$
267,408
|
|
$
31,709
|
Non-GAAP Financial Measure
Included in this press release is Cash Available for
Distribution, or CAD, a certain "non-GAAP financial measure", which
measures NSAM's historical or future financial performance that is
different from measures calculated and presented in accordance with
accounting principles generally accepted in the United States, or U.S. GAAP, within the
meaning of the applicable Securities and Exchange Commission, or
SEC, rules. NSAM believes this metric can be a useful measure
of its performance which is further defined below.
Cash Available for Distribution (CAD)
We believe that CAD provides investors and management with a
meaningful indicator of operating performance. Management also uses
CAD, among other measures, to evaluate profitability. In addition,
the incentive fees to which we are entitled pursuant to our
management agreement with NorthStar Realty are determined using
NorthStar Realty's CAD as a performance metric. We believe that CAD
is useful because it adjusts net income (loss) for a variety of
non-cash, one time and certain non-recurring items.
We calculate CAD by subtracting from or adding to net income
(loss): equity-based compensation, depreciation related items,
foreign currency gains (losses), straight-line rent, adjustments
for joint ventures, deferred tax (benefit) expense and transaction
and other costs. In future periods, such adjustments may include
amortization of deferred financing costs, impairment on goodwill
and other intangible assets and other one-time events pursuant to
changes in U.S. GAAP and certain other non-recurring items.
These items, if applicable, include any adjustments for
unconsolidated ventures. Management also believes that quarterly
distributions are principally based on operating performance and
our board of directors includes CAD as one of several metrics it
reviews to determine quarterly distributions to stockholders.
CAD should not be considered as an alternative to net income
(loss), determined in accordance with U.S. GAAP, as an
indicator of operating performance. In addition, our
methodology for calculating CAD may differ from the methodologies
used by other comparable companies, when calculating the same or
similar supplemental financial measures and may not be comparable
with these companies.
NSAM urges investors to carefully review the U.S. GAAP financial
information included as part of our Registration Statement on Form
10, as amended, Quarterly Reports on Form 10-Q and quarterly
earnings releases.
The following table presents a reconciliation of CAD to net
income (loss) for the three months ended December 31, 2014 (dollars in thousands):
|
Reconciliation of
Cash Available for Distribution
|
|
|
|
(Amount in
thousands except per share data)
|
|
|
|
|
Three Months
Ended
|
|
|
December 31,
2014
|
|
|
|
|
Net income
|
|
$
34,447
|
|
|
|
|
Adjustments:
|
|
|
|
Equity-based
compensation (1)
|
|
21,364
|
|
Deferred income tax
(benefit) expense
|
|
(5,441)
|
|
Adjustments to joint
venture partners (2)
|
|
1,040
|
|
Other
(3)
|
|
650
|
|
|
|
|
CAD
|
|
$
52,060
|
|
|
|
|
CAD per share
(4)
|
|
$
0.27
|
|
|
(1) Includes equity-based
compensation expense related to grants of NorthStar Realty stock in
prior years that were split in connection with the spin-off of
NSAM.
|
|
(2) Includes $0.3 million of
equity-based compensation expense and $0.7 million of depreciation
and amortization expense related to an unconsolidated
venture.
|
|
(3) Includes $0.5 million of
depreciation and amortization, straight-line rental expense of $0.1
million and $0.1 million of foreign currency related
adjustments.
|
|
(4) CAD per share does not
take into account any potential dilution from certain restricted
stock units and performance stock subject to market based
performance metrics not currently achieved.
|
NorthStar Realty Management Contract Details:
Pro forma Annual Base Management Fee
$182.1 million
Plus: After February 24,
2015:
(a) 1.5% per annum of the sum of:
- cumulative net proceeds of all future common and preferred
equity issued by NorthStar Realty;
- equity issued in exchange or conversion of exchangeable notes
based on the stock price at the time of issuance;
- any other issuances of common equity, preferred equity or other
forms of equity, including but not limited to units in an operating
partnership; and
- cumulative CAD in excess of cumulative distributions paid on
common stock or equity awards beginning the first full calendar
quarter after completion of the spin-off.
(b) the portion of distributable cash
flow from NorthStar Realty's equity interest related to the asset
management business of RXR Realty LLC in excess of the $10 million minimum annual base amount.
(c) the distributable cash flow from
NorthStar Realty's equity interest in Aerium Group in excess of the
$10 million minimum annual base amount.
Plus Incentive Fee:
NSAM is entitled to an incentive fee, calculated and payable
quarterly in arrears in cash, equal to:
- the product of (a) 15% and (b) CAD of NorthStar Realty before
such incentive fee, divided by the weighted average shares
outstanding for the calendar quarter, when such amount is in excess
of $0.39 per share but less than
$0.45 per share; plus
- the product of (a) 25% and (b) CAD of NorthStar Realty before
such incentive fee, divided by the weighted average shares
outstanding for the calendar quarter, when such amount is equal to
or in excess of $0.45 per share;
- multiplied by the weighted average shares outstanding for the
calendar quarter.
In addition, NSAM will earn incentive fees from NorthStar's
healthcare investments in connection with the long-term partnership
with James F. Flaherty III, the
former Chairman and Chief Executive Officer of HCP, Inc., that was
announced in January 2014.
Non-traded REIT Management Contract Details
(1):
|
Asset
Management and Other Fees:
|
NorthStar
Income
|
|
NorthStar
Healthcare
|
|
NorthStar Income
II
|
|
NorthStar/RXR New
York Metro(2)
|
|
|
|
|
|
|
|
|
|
Asset management
fees
|
1.25% of gross
assets
|
|
1.00% of gross
assets
|
|
1.25% of gross
assets
|
|
1.25% of gross
assets
|
|
|
|
|
|
|
|
|
|
Acquisition
fees
|
1.00% of
investments
|
|
2.25% for real estate
properties (1.00% of other investments)
|
|
1.00% of
investment
|
|
2.25% for real estate
properties (1.00% of other investments)
|
|
|
|
|
|
|
|
|
|
Disposition
fees
|
1.00% of sales
price
|
|
2.00% for real estate
properties (1.00% of sales price for debt investments)
|
|
1.00% of sales
price
|
|
2.00% for real estate
properties (1.00% of sales price for debt investments)
|
|
|
|
|
|
|
|
|
|
Incentive
fee
|
15% of net cash flows
after an 8% return
|
|
15% of net cash flows
after a 6.75% return (3)
|
|
15% of net cash flows
after a 7% return
|
|
15% of net cash flows
after a 6% return
|
|
|
|
|
|
|
|
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Expense
Reimbursement:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
costs
|
Greater of 2.0% of
its average invested assets or 25% of its net income (net of 1.25%
asset management fee)
|
|
Greater of 2.0% of
its average invested assets or 25% of its net income (net of 1.00%
asset management fee)
|
|
Greater of 2.0% of
its average invested assets or 25% of its net income (net of 1.25%
asset management fee)
|
|
Greater of 2.0% of
its average invested assets or 25% of its net income (net of 1.25%
asset management fee)
|
|
|
|
|
|
|
|
|
|
|
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|
|
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(1) NorthStar
Corporate Income, Inc. confidentially submitted an initial
registration statement on Form N-2 to the SEC, seeking to raise up
to $1.0 billion in a public offering
|
|
of common stock and
intends to operate as a public, non-traded business development
company that will be co-sponsored by NSAM and Och-Ziff Capital
Management Group, LLC.
|
|
The public offering
period is expected to commence upon its registration statement
being declared effective by the SEC. This information does not
constitute an offer of any securities for sale.
|
|
(2) On February 9,
2015, the SEC declared effective NorthStar/RXR New York Metro's
registration statement on Form S-11 related to the initial public
offering of up to $2.0 billion of its
|
|
common stock.
NorthStar/RXR New York Metro intends to operate as a public,
non-traded REIT and is co-sponsored by NSAM and RXR Realty. Any
asset management and other fees
|
|
incurred by
NorthStar/RXR New York Metro will be shared between NSAM and RXR
Realty as co-sponsors. This information does not constitute an
offer of any securities for sale.
|
|
(3) The Healthcare
Strategic Partnership will be entitled to the incentive fees earned
from managing NorthStar Healthcare, of which the Company will earn
its proportionate interest.
|
Safe Harbor Statement
This press release contains certain "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995, Section 27A of the Securities Act of 1933, as amended, or
Securities Act, and Section 21E of the Securities Exchange Act of
1934, as amended, or Exchange Act. Forward looking statements are
generally identifiable by use of forward looking terminology such
as "may," "will," "should," "potential," "intend," "expect,"
"seek," "anticipate," "estimate," "believe," "could," "project,"
"predict," "hypothetical," "continue," "future" or other similar
words or expressions. Forward looking statements are not guarantees
of performance and are based on certain assumptions, discuss future
expectations, describe plans and strategies, contain projections of
results of operations or of financial condition or state other
forward looking information. Such statements include, but are not
limited to, adverse economic conditions and the impact of the
commercial real estate industry on our managed companies; the
ability to scale our platform; our ability to expand our operations
internationally; the performance of NorthStar Realty Finance Corp.
(NorthStar Realty); the ability of our sponsored non-traded REITs
("NTRs") to raise capital, in the maximum offering amount or at
all; the timing of and ability to raise capital through follow-on
offerings or new sponsored companies with RXR Realty, Och-Ziff
Capital or at all; NorthStar Realty's ability to consummate the
proposed European real estate business spin-off into a European
public REIT on the terms proposed or at all, including our ability
to enter into a management agreement with the European public REIT;
our ability to earn any additional base management fees or
incentive fees, through management of NorthStar Realty, NTRs, new
sponsored companies, including the proposed European REIT, or
otherwise; the size and timing of offerings or capital raises by
NorthStar Realty; the stability of our base management fees and the
impact of the timing of any liquidity events for our NTRs; the
diversity of our managed companies; our ability to source
investment opportunities on behalf of our managed companies, both
in the United States and
internationally; our ability to realize the benefits of our
long-term partnership with Jay
Flaherty, including the ability to source investment
opportunities through the venture; our ability to realize the
anticipated benefits of our investments in AHI and Island; our
ability to realize any upside in NorthStar Realty's partnerships
with RXR Realty and Aerium; the scalability of NorthStar Realty's
investment platform, including its investments in private equity
funds, healthcare real estate and commercial real estate loans; the
diversification of NorthStar Realty's portfolio; the anticipated
strength and growth of our business, including expansion
internationally; our liquidity and financial flexibility; our
dividend yield; our ability to realize the projections related to
cash available for distribution and underlying assumptions; our
effective tax rate; regulatory requirements with respect to our
business and the related cost of compliance; the impact of any
conflicts in advising our managed companies; competition for
investment opportunities; the effectiveness of our portfolio
management techniques and strategies; changes in laws or
regulations governing various aspects of our business; competition
for qualified personnel and our ability to retain key personnel;
and failure to maintain effective internal controls; and the
factors described in our Registration Statement on Form 10 and the
related information statement, including the section entitled "Risk
Factors."
The foregoing list of factors is not exhaustive. All forward
looking statements included in this press release are based upon
information available to us on the date hereof and we are under no
duty to update any of the forward looking statements after the date
of this report to conform these statements to actual results.
Factors that could have a material adverse effect on our
operations and future prospects are set forth in "Risk Factors" in
our Registration Statement on Form 10 and the related information
statement. The factors set forth in the Risk Factors section and
otherwise described in our filings with United States Securities
and Exchange Commission could cause our actual results to differ
significantly from those contained in any forward looking statement
contained in this press release.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/northstar-asset-management-group-announces-fourth-quarter-2014-results-300042697.html
SOURCE NorthStar Asset Management Group Inc.