EX-99.2
3
iresi-exh992.htm
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF NET ASSETS AS OF DECEMBER 31, 2018
Exhibit 99.2
INLAND RESIDENTIAL PROPERTIES TRUST,
INC.
PRO FORMA CONSOLIDATED STATEMENT OF
NET ASSETS
On March 29, 2019, Inland Residential
Properties Trust, Inc. (the "Company"), through IRESI Frederick Market Square, L.L.C., an indirect wholly owned subsidiary
of the Company (the "Retreat Subsidiary") completed the previously disclosed sale of a 194,732 square foot 206-unit
multifamily community located at 300 Cormorant Place, Frederick, Maryland, commonly known as "The Retreat at Market Square"
(the "Property") pursuant to an agreement dated February 12, 2019 (the "Agreement"). The buyers of the
Property are 515 Retreat LLC and Retreat Co-Tenant LLC (assignees of the previously disclosed buyer, 515 22nd Street Limited Partnership),
unaffiliated third parties. At the closing, the Company received net proceeds of approximately $18.8 million representing the purchase
price of $47.0 million, net of closing costs, commissions, and certain prorations and adjustments, and the full repayment of approximately
$27.5 million in mortgage debt that encumbered the Property.
The following unaudited pro forma consolidated
statement of net assets is presented for illustrative purposes only and is not necessarily indicative of the net assets in liquidation
that would have been realized had the Property been disposed of by the Company as of December 31, 2018. The pro forma consolidated
statement of net assets (including notes thereto) is qualified in its entirety by reference to and should be read in conjunction
with the Company's historical consolidated financial statements included in its Annual Report on Form 10-K for the year ended
December 31, 2018. In the Company's opinion, all adjustments necessary to reflect the disposition have been made.
The accompanying unaudited pro forma
consolidated statement of net assets as of December 31, 2018 (liquidation basis) is presented as if the disposition of the Property
had occurred on December 31, 2018.
The accompanying pro forma consolidated
statement of net assets is unaudited and is subject to a number of estimates, assumptions, and other uncertainties, and does not
purport to be indicative of the actual results of liquidation that would have occurred had the disposition reflected therein in
fact occurred on the date specified, nor does such financial statement purport to be indicative of the results of liquidation that
may be achieved in the future.
1
INLAND RESIDENTIAL PROPERTIES TRUST,
INC.
CONSOLIDATED STATEMENT OF NET ASSETS
(Liquidation Basis)
December 31, 2018
Historical
Sale of the Property (A)
Pro Forma
ASSETS
Real estate investments at fair value
$
87,000,000
$
(47,000,000)
$ 40,000,000
Cash
14,226,863
18,933,970
33,160,833
Total assets
101,226,863
(28,066,030)
73,160,833
LIABILITIES
Mortgages payable
$
49,380,000
$
(27,450,000)
$ 21,930,000
Due to related parties
5,256,839
-
5,256,839
Transaction costs payable
1,245,970
(820,219)
425,751
Liabilities for estimated costs in excess of estimated receipts during liquidation (B)
373,261
555,112
928,373
Total liabilities
56,256,070
(27,715,107)
28,540,963
Commitments and contingencies
Net assets in liquidation
$
44,970,793
$
(350,923)
$ 44,619,870
2
NOTES TO PRO FORMA CONSOLIDATED STATEMENT
OF NET ASSETS
December 31, 2018
The unaudited pro forma consolidated statement of net assets
has been adjusted as discussed in items below.
(A)
Adjustments have been made for the sale of the Property to unaffiliated third parties for $47,000,000.
The Company would have received pro forma net cash proceeds of $18,933,970, after paying off the mortgage loan, prorations, closing
costs and other transaction expenses.
(B)
As a result of the pro forma sale as of December 31, 2018, the liabilities for estimated costs
in excess of estimated receipts during liquidation would have increased by $555,112.
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EX - 99 . 2 3 iresi - exh992 . htm UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF NET ASSETS AS OF DECEMBER 31 , 2018 Exhibit 99 . 2 INLAND RESIDENTIAL PROPERTIES TRUST , INC . PRO FORMA CONSOLIDATED STATEMENT OF NET ASSETS On March 29 , 2019 , Inland Residential Properties Trust , Inc . ( the " Company " ) , through IRESI Frederick Market Square , L . L . C . , an indirect wholly owned subsidiary of the Company ( the " Retreat Subsidiary " ) completed the previously disclosed sale of a 194,732 square foot 206 - unit multifamily community located at 300 Cormorant Place , Frederick , Maryland , commonly known as " The Retreat at Market Square " ( the " Property " ) pursuant to an agreement dated February 12 , 2019 ( the " Agreement " ) . The buyers of the Property are 515 Retreat LLC and Retreat Co - Tenant LLC ( assignees of the previously disclosed buyer , 515 22nd Street Limited Partnership ) , unaffiliated third parties . At the closing , the Company received net proceeds of approximately $ 18.8 million representing the purchase price of $ 47.0 million , net of closing costs , commissions , and certain prorations and adjustments , and the full repayment of approximately $ 27.5 million in mortgage debt that encumbered the Property . The following unaudited pro forma consolidated statement of net assets is presented for illustrative purposes only and is not necessarily indicative of the net assets in liquidation that would have been realized had the Property been disposed of by the Company as of December 31 , 2018 . The pro forma consolidated statement of net assets ( including notes thereto ) is qualified in its entirety by reference to and should be read in conjunction with the Company ' s historical consolidated financial statements included in its Annual Report on Form 10 - K for the year ended December 31 , 2018 . In the Company 's opinion , all adjustments necessary to reflect the disposition have been made . The accompanying unaudited pro forma consolidated statement of net assets as of December 31 , 2018 ( liquidation basis ) is presented as if the disposition of the Property had occurred on December 31 , 2018 . The accompanying pro forma consolidated statement of net assets is unaudited and is subject to a number of estimates , assumptions , and other uncertainties , and does not purport to be indicative of the actual results of liquidation that would have occurred had the disposition reflected therein in fact occurred on the date specified , nor does such financial statement purport to be indicative of the results of liquidation that may be achieved in the future . 1 INLAND RESIDENTIAL PROPERTIES TRUST , INC . CONSOLIDATED STATEMENT OF NET ASSETS ( Liquidation Basis ) December 31 , 2018 Historical Sale of the Property ( A ) Pro Forma ASSETS Real estate investments at fair value $ 87,000,000 $ ( 47,000,000 ) $ 40,000,000 Cash 14,226,863 18,933,970 33,160,833 Total assets 101,226,863 ( 28,066,030 ) 73,160,833 LIABILITIES Mortgages payable $ 49,380,000 $ ( 27,450,000 ) $ 21,930,000 Due to related parties 5,256,839 - 5,256,839 Transaction costs payable 1,245,970 ( 820,219 ) 425,751 Liabilities for estimated costs in excess of estimated receipts during liquidation ( B ) 373,261 555,112 928,373 Total liabilities 56,256,070 ( 27,715,107 ) 28,540,963 Commitments and contingencies Net assets in liquidation $ 44,970,793 $ ( 350,923 ) $ 44,619,870 2 NOTES TO PRO FORMA CONSOLIDATED STATEMENT OF NET ASSETS December 31 , 2018 The unaudited pro forma consolidated statement of net assets has been adjusted as discussed in items below . ( A ) Adjustments have been made for the sale of the Property to unaffiliated third parties for $ 47,000,000 . The Company would have received pro forma net cash proceeds of $ 18,933,970 , after paying off the mortgage loan , prorations , closing costs and other transaction expenses . ( B ) As a result of the pro forma sale as of December 31 , 2018 , the liabilities for estimated costs in excess of estimated receipts during liquidation would have increased by $ 555,112 . 3