Intergroup Corp. (INTG, Financial) filed Quarterly Report for the period ended 2008-12-31.
Intergroup Corp. was organized to buy develop operate rehabilitate and dispose of real property of various types and descriptions and to engage in such other business and investment activities as would benefit the company and its shareholders. The company was founded upon and remains committed to social responsibility. Such social responsibility was originally defined as providing decent and affordable housing to people without regard to race. Intergroup Corp. has a market cap of $28.09 million; its shares were traded at around $11.95 with and P/S ratio of 0.56. Intergroup Corp. had an annual average earning growth of 24% over the past 5 years.
Justice, entered into a 2008 Amendment to the Limited Partnership Agreement
(the "Amendment") that provides for a change in the respective roles of the
general partners. Pursuant to the Amendment, Portsmouth will assume the role of
Managing General Partner and Evon will continue on as the Co-General Partner of
Justice. The Amendment was ratified by approximately 98% of the limited
partnership interests. The Amendment also provides that future amendments to
the Limited Partnership Agreement may be made only upon the consent of the
general partners and at least seventy five percent (75%) of the interests if
the limited partners. Consent of at least 75% of the interests of the limited
partners will also be required to remove a general partner pursuant to the
Amendment. A copy of the full text of the Amendment is filed as Exhibit 10.1 to
this Report.
Concurrent with the Amendment to the Limited Partnership Agreement, a new
General Partner Compensation Agreement (the "Compensation Agreement") was
entered into on December 1, 2008, among Justice, Portsmouth and Evon to
terminate and supersede all prior compensation agreement for the general
partners. Pursuant to the Compensation Agreement, the general partners of
Justice will be entitled to receive an amount equal to 1.5% of the gross annual
revenues of the Partnership (as defined), less $75,000 to be used as a
contribution toward the cost of Justice engaging an asset manager. In no event
shall the annual compensation be less than a minimum base of approximately
$285,000, with eighty percent (80%) of that amount being allocated to
Portsmouth for its services as managing general partner and twenty percent
(20%) allocated to Evon as the co-general partner. Compensation earned by the
general partners in each calendar year in excess of the minimum base, will be
payable in equal fifty percent (50%) shares to Portsmouth and Evon. A copy of
the full text of the Compensation Agreement is filed as Exhibit 10.2 to this
Report.
Three Months Ended Average Average
December 31, Daily Rate Occupancy% RevPar
- - - -
2008 $166 79% $132
2007 $171 85% $146
Six Months Ended Average Average
December 31, Daily Rate Occupancy% RevPar
- - - -
2008 $177 80% $142
2007 $173 87% $152
As of December 31, 2008
% of Total
Investment
Industry Group Fair Value Securities
- - -
Dairy products $ 2,414,000 35.8%
Basic materials and energy 1,187,000 17.6%
Consumer cyclical 633,000 9.4%
Industrial 590,000 8.8%
Financial services and REITs 539,000 8.0%
Healthcare 526,000 7.8%
Other 852,000 12.6%
- -
$ 6,741,000 100.0%
= =
As of June 30, 2008
% of Total
Investment
Industry Group Fair Value Securities
- - -
Dairy products $ 1,540,000 23.0%
Communications 1,123,000 16.7%
Financial 721,000 10.8%
Basic materials 654,000 9.8%
Medical 467,000 7.0%
Transportation 442,000 6.6%
Others 1,759,000 26.1%
- -
$ 6,706,000 100.0%
= =
On December 12, 2008, Justice obtained a modification and extension of it
unsecured revolving line of credit facility from United California Bank ("UCB")
which was to mature on February 2, 2009. The modification extends the term of
the credit facility to February 2, 2010, but reduced the limit of funds
available to the Partnership for short term capital for the Hotel's business
operations from $3,000,000 to $2,500,000. The annual interest rate is based on
an index selected by Justice at the time of advance, equal to the Wall Street
Journal Prime Rate plus 1.0%, or the LIBOR Rate plus 3.5%, with an interest
rate floor of 5% per annum. As of December 31, 2008, there was a balance of
$1,756,000 drawn by Justice under the line of credit facility, with an annual
interest rate of 5% since the selected rate of Prime (3.25% as of December 31,
2008) plus 1% was less than the floor rate.
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Intergroup Corp. was organized to buy develop operate rehabilitate and dispose of real property of various types and descriptions and to engage in such other business and investment activities as would benefit the company and its shareholders. The company was founded upon and remains committed to social responsibility. Such social responsibility was originally defined as providing decent and affordable housing to people without regard to race. Intergroup Corp. has a market cap of $28.09 million; its shares were traded at around $11.95 with and P/S ratio of 0.56. Intergroup Corp. had an annual average earning growth of 24% over the past 5 years.
Highlight of Business Operations:
On December 1, 2008, Portsmouth and Evon, as the two general partners ofJustice, entered into a 2008 Amendment to the Limited Partnership Agreement
(the "Amendment") that provides for a change in the respective roles of the
general partners. Pursuant to the Amendment, Portsmouth will assume the role of
Managing General Partner and Evon will continue on as the Co-General Partner of
Justice. The Amendment was ratified by approximately 98% of the limited
partnership interests. The Amendment also provides that future amendments to
the Limited Partnership Agreement may be made only upon the consent of the
general partners and at least seventy five percent (75%) of the interests if
the limited partners. Consent of at least 75% of the interests of the limited
partners will also be required to remove a general partner pursuant to the
Amendment. A copy of the full text of the Amendment is filed as Exhibit 10.1 to
this Report.
Concurrent with the Amendment to the Limited Partnership Agreement, a new
General Partner Compensation Agreement (the "Compensation Agreement") was
entered into on December 1, 2008, among Justice, Portsmouth and Evon to
terminate and supersede all prior compensation agreement for the general
partners. Pursuant to the Compensation Agreement, the general partners of
Justice will be entitled to receive an amount equal to 1.5% of the gross annual
revenues of the Partnership (as defined), less $75,000 to be used as a
contribution toward the cost of Justice engaging an asset manager. In no event
shall the annual compensation be less than a minimum base of approximately
$285,000, with eighty percent (80%) of that amount being allocated to
Portsmouth for its services as managing general partner and twenty percent
(20%) allocated to Evon as the co-general partner. Compensation earned by the
general partners in each calendar year in excess of the minimum base, will be
payable in equal fifty percent (50%) shares to Portsmouth and Evon. A copy of
the full text of the Compensation Agreement is filed as Exhibit 10.2 to this
Report.
Three Months Ended Average Average
December 31, Daily Rate Occupancy% RevPar
- - - -
2008 $166 79% $132
2007 $171 85% $146
Six Months Ended Average Average
December 31, Daily Rate Occupancy% RevPar
- - - -
2008 $177 80% $142
2007 $173 87% $152
As of December 31, 2008
% of Total
Investment
Industry Group Fair Value Securities
- - -
Dairy products $ 2,414,000 35.8%
Basic materials and energy 1,187,000 17.6%
Consumer cyclical 633,000 9.4%
Industrial 590,000 8.8%
Financial services and REITs 539,000 8.0%
Healthcare 526,000 7.8%
Other 852,000 12.6%
- -
$ 6,741,000 100.0%
= =
As of June 30, 2008
% of Total
Investment
Industry Group Fair Value Securities
- - -
Dairy products $ 1,540,000 23.0%
Communications 1,123,000 16.7%
Financial 721,000 10.8%
Basic materials 654,000 9.8%
Medical 467,000 7.0%
Transportation 442,000 6.6%
Others 1,759,000 26.1%
- -
$ 6,706,000 100.0%
= =
On December 12, 2008, Justice obtained a modification and extension of it
unsecured revolving line of credit facility from United California Bank ("UCB")
which was to mature on February 2, 2009. The modification extends the term of
the credit facility to February 2, 2010, but reduced the limit of funds
available to the Partnership for short term capital for the Hotel's business
operations from $3,000,000 to $2,500,000. The annual interest rate is based on
an index selected by Justice at the time of advance, equal to the Wall Street
Journal Prime Rate plus 1.0%, or the LIBOR Rate plus 3.5%, with an interest
rate floor of 5% per annum. As of December 31, 2008, there was a balance of
$1,756,000 drawn by Justice under the line of credit facility, with an annual
interest rate of 5% since the selected rate of Prime (3.25% as of December 31,
2008) plus 1% was less than the floor rate.
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