Gouverneur Bancorp Inc Reports Operating Results (10-K)

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Feb 23, 2012
Gouverneur Bancorp Inc (GOV, Financial) filed Annual Report for the period ended 2011-12-31.

Govt Pptys Incm has a market cap of $1.12 billion; its shares were traded at around $23.71 with a P/E ratio of 12.1 and P/S ratio of 9.6. The dividend yield of Govt Pptys Incm stocks is 7%.

Highlight of Business Operations:

In addition, if we fail the 5% value test or the 10% vote or value tests at the close of any quarter and do not cure such failure within 30 days after the close of that quarter, that failure will nevertheless be excused if (a) the failure is de minimis and (b) within 6 months after the last day of the quarter in which we identify the failure, we either dispose of the assets causing the failure or otherwise satisfy the 5% value and 10% vote and value asset tests. For purposes of this relief provision, the failure will be "de minimis" if the value of the assets causing the failure does not exceed the lesser of (a) 1% of the total value of our assets at the end of the relevant quarter or (b) $10,000,000. If our failure is not de minimis, or if any of the other REIT asset tests have been violated, we may nevertheless qualify as a REIT if (a) we provide the IRS with a description of each asset causing the failure, (b) the failure was due to reasonable cause and not willful neglect, (c) we pay a tax equal to the greater of (1) $50,000 or (2) the highest rate of corporate tax imposed (currently 35%) on the net income generated by the assets causing the failure during the period of the failure, and (d) within 6 months after the last day of the quarter in which we identify the failure, we either dispose of the assets causing the failure or otherwise satisfy all of the REIT asset tests. These relief provisions apply to any failure of the applicable asset tests, even if the failure first occurred in a year prior to the taxable year in which the failure was discovered.

The IRC imposes a penalty for the failure to properly disclose a "reportable transaction." A reportable transaction currently includes, among other things, a sale or exchange of our shares resulting in a tax loss in excess of (a) $10 million in any single year or $20 million in any combination of years in the case of our shares held by a C corporation or by a partnership with only C corporation partners or (b) $2 million in any single year or $4 million in any combination of years in the case of our shares held by any other partnership or an S corporation, trust or individual, including losses that flow through pass through entities to individuals. A taxpayer discloses a reportable transaction by filing IRS Form 8886 with its federal income tax return and, in the first year of filing, a copy of Form 8886 must be sent to the IRS's Office of Tax Shelter Analysis. The penalty for failing to disclose a reportable transaction is generally $10,000 in the case of a natural person and $50,000 in any other case.

(1)The year of lease expiration is pursuant to current contract terms. Some government tenants have the right to vacate their space before the stated expirations of their leases. As of December 31, 2011, government tenants occupying approximately 12.6% of our rentable square feet and responsible for approximately 8.7% of our annualized rental income as of December 31, 2011 have currently exercisable rights to terminate their leases before the stated expirations. Also in 2012, 2013, 2014, 2015, 2016, 2017, 2018, 2019 and 2020, early termination rights become exercisable by other tenants who currently occupy an additional approximately 3.4%, 4.0%, 2.6%, 0.2%, 6.1%, 0.6%, 1.2%, 1.0% and 0.6% of our rentable square feet, respectively, and contribute an additional approximately 3.1%, 3.7%, 2.8%, 0.3%, 8.9%, 0.7%, 1.5%, 1.7% and 0.7% of our annualized rental income, respectively, as of December 31, 2011. In addition as of December 31, 2011, eight of our state government tenants have the currently exercisable right to terminate their leases if these states do not appropriate rent in their respective annual budgets. These eight tenants occupy approximately 7.7% of our rentable square feet and contribute approximately 7.7% of our annualized rental income as of December 31, 2011. (2)Occupied square feet is pursuant to leases existing as of December 31, 2011, and includes (i) space being fitted out for tenant occupancy pursuant to our lease agreements, if any, and (ii) space which is leased, but is not occupied or is being offered for sublease by tenants, if any. (3)Rental income is the annualized rents from our tenants pursuant to leases existing as of December 31, 2011, plus estimated expense reimbursements to be paid to us, and excludes lease value amortization.

Our changes in cash flows in the year ended December 31, 2011 compared to the year ended December 31, 2010 were as follows: (i) cash flow provided by operating activities increased from $55,224 in 2010 to $80,487 in 2011; (ii) cash used in investment activities decreased from $390,768 in 2010 to $390,551 in 2011; and (iii) cash provided by financing activities decreased from $336,503 in 2010 to $310,899 in 2011.

In order to fund acquisitions and to accommodate cash needs that may result from timing differences between our receipt of rents and our desire or need to make distributions or pay operating or capital expenses, we maintain an revolving credit facility from a syndicate of financial institutions. In October 2011, we amended our revolving credit facility to, among other things, increase maximum borrowings under the facility from $500,000 to $550,000, reduce the interest rate on drawings under the facility and extend the maturity date of the facility from October 28, 2013 to October 19, 2015. In addition, our amended revolving credit facility includes a conditional option to extend the stated maturity date by one year to October 19, 2016 as well as includes a feature under which maximum borrowings may be increased to up to $1,100,000 in certain circumstances. At December 31, 2011 and February 22, 2012, $345,500 and $0, respectively, was outstanding and $204,500 and $550,000, respectively, was available for borrowing under our revolving credit facility.

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