Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following
provisions:
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the
extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section
13(a) of the Exchange Act.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf
by the undersigned, hereunto duly authorized.
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Dated: November 15, 2019
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TRANSCONTINENTAL REALTY INVESTORS, INC.
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By:
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/s/ Gene S. Bertcher
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Gene
S. Bertcher
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Executive Vice President and
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Chief Financial Officer
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Exhibit 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE
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Contact:
Transcontinental
Realty Investors, Inc. Investor Relations
Gene
Bertcher (800) 400-6407
investor.relations@transconrealty-invest.com
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Transcontinental
Realty Investors, Inc. Reports Third Quarter 2019 Results
DALLAS (November 14, 2019) -- Transcontinental Realty Investors, Inc. (NYSE: TCI), a Dallas-based real estate investment company,
today reported results of operations for the second quarter ended September 30, 2019. For the three months ended September 30,
2019, we reported net loss applicable to common shares of $7.8 million or ($0.89) per diluted loss per share compared to a net
income applicable to common shares of $21.9 million or $2.52 per share for the same period ended 2018.
Though the Company reported
a net income loss, this is driven by the overall strategic direction of expanding the core business. As certain new multi-family
development projects are completed, which the Company has invested in, it is expected that net income should be positively impacted.
2018 and 2019 have been met with unprecedented expansion and repositioning for Pillar, TCI, SPC, and affiliated Companies. We ended
2018 with our largest and most strategic transactions, the newly created subsidiary Victory Abode Apartments, LLC (“VAA”)
Joint Venture and Bond Series B raised on the Tel Aviv Stock Exchange. In 2019, the company recently raised an additional $78 million
bond series C on the Tel Aviv Stock Exchange. This expanded offering creates additional financial strength to our already thriving
organization. With these existing and newly engaged projects and our continuously burgeoning multifamily asset base, we are committed
to the continuing growth and enhancing the capabilities of our staff.
The JV’s primary focus is to create a business platform
that will allow dramatic expansion in the multifamily arena. The intent is to increase the overall size of the portfolio over the
next several years through strategic buildout of its robust development pipeline alongside opportunistic acquisitions.
All of these
initiatives will further demonstrate our ability to increase shareholder value, aligning with the strategic direction we announced
three years ago. Our company has been dramatically transformed to a highly viable operating company with solid development capabilities
in the multifamily arena. Our main goal has always been to act in the best interest of the company and protect asset value for
its investors. We continue to invest in new development projects and grow the company’s asset base.
Revenues
Rental and other
property revenues were $11.9 million for the three months ended September 30, 2019, compared to $33.5 million for the same period
in 2018. The $21.6 million decrease is primarily due to a decrease in the amount of multifamily residential apartment buildings
currently in our portfolio of nine as compared to fifty-eight multifamily residential apartment buildings for the same period a
year ago as a result of the deconsolidation of forty-nine residential apartment properties that were sold into the VAA Joint Venture
during the fourth quarter of 2018. As the assets are now treated as unconsolidated investments, our share of rental revenues is
part of income from unconsolidated investments in the current period and are no longer treated as rental income.
Expenses
Property
operating expenses decreased by $10.5 million to $5.4 million for the three months ended September 30, 2019 as compared to $15.9
million for the same period in 2018. The decrease in property operating expenses is primarily due to the deconsolidation of forty-nine
residential apartment properties that were sold into the VAA Joint Venture during the fourth quarter of 2018 which resulted in
a decrease in salary and related payroll expenses of $1.9 million, real estate taxes of approximately $3.7 million, management
fees paid to third parties of $0.7 million, and other general property operating and maintenance expenses of $4.2 million.
Depreciation
and amortization decreased by $3.5 million to $3.4 million during the three months ended September 30, 2019 as compared to $6.9
million for the three months ended September 30, 2018. This decrease is primarily due to the deconsolidation of the residential
apartments in connection with our previous sale and contribution of our interests to the VAA Joint Venture.
General and administrative expense was $2.5 million for the three months ended September 30, 2019 and $1.9 million for the same
period in 2018. The increase of $0.6 million in general and administrative expenses is primarily due to increases in fees paid
to our Advisors of $0.6 million.
Other income (expense)
Interest income was $5.2 million for the three months ended September 30,
2019, compared to $4.0 million for the same period in 2018. The increase of $1.2 million was due to an increase of $1.2 million
in interest on the receivables owed by our Advisors and related parties.
Other income was $1.5 million for the three months ended
September 30, 2019, compared to $18.7 million for the same period in 2018. The decrease of $17.2 million was primarily due to the
recognition of gain from deferred income of $17.6 million associated with the sale of assets during the three months ended September
30, 2018 as opposed to $1.2 million of gain recognized from deferred income related to the sale of assets during the three months
ended September 30, 2019.
Mortgage and loan interest expense was $8.0 million for the three months ended September 30, 2019 as
compared to $15.6 million for the same period in 2018. The decrease of $7.6 million is primarily due to the deconsolidation of
residential apartment properties into the VAA Joint Venture which were encumbered by mortgage debt.
Foreign currency transaction
was a loss of $5.2 million for the three months ended September 30, 2019 as compared to a loss of $1.3 million for the same period
in 2018. The increase of $3.9 million is due to the unfavorable exchange rate between the Israel Shekels and the U.S. Dollar related
to our Israel Shekels denominated bonds and the increase in our bonds obligations during the three months ended September 30, 2019
as compared to the same period a year ago.
Loss on debt extinguishment was $5.2 million with no comparable amount in 2018. The
loss is the result of debt borrowing costs write-off of $1.4 million and prepayment penalty of approximately $3.9 million associated
with the payment of $41.5 million of mortgage debt for one of our commercial buildings.
Loss from unconsolidated investments was
a net of $0.2 million for the three months ended September 30, 2019 as compared to a loss of $0.004 million for the three months
ended September 30, 2018. The loss from unconsolidated investments during the third quarter just ended was driven primarily from
our share in the losses reported by our VAA Joint Venture of $0.2 million.
Gain on land sales was $5.1 for the three months ended
September 30, 2019 as compared to a gain of $12.2 million for the same period in 2018. During the three months ended September
30, 2019, we sold 16.2 acres of land for an aggregate sales price of $7.0 million and recognized a gain of $5.1 million. For the
same period a year ago, we sold approximately 50 acres of land for an aggregate sales price of $35.5 million and recognized a gain
of $12.2 million.
About Transcontinental Realty
Investors, Inc.
Transcontinental
Realty Investors, Inc., a Dallas-based real estate investment company, holds a diverse portfolio of equity real estate located
across the U.S., including apartments, office buildings, shopping centers, and developed and undeveloped land. The Company invests
in real estate through direct ownership, leases and partnerships and invests in mortgage loans on real estate. For more information,
visit the Company’s website at www.transconrealty-invest.com.