Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
WPC > SEC Filings for WPC > Form 8-K on 19-Oct-2012All Recent SEC Filings

Show all filings for W. P. CAREY INC.

Form 8-K for W. P. CAREY INC.


19-Oct-2012

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

During the three months ended March 31, 2012, the Predecessor Registrant sold two domestic properties and entered into an agreement to sell a domestic property. In accordance with current authoritative accounting guidance for the disposal of long-lived assets, the Predecessor Registrant reported revenue and expenses from the operations of these properties as discontinued operations for each period presented in its quarterly report for the quarter ended March 31, 2012 (including the comparable period of the prior year) (the "Discontinued Operations"). As required by accounting principles generally accepted in the United States of America ("U.S. GAAP"), the Predecessor Registrant must also retrospectively adjust its previously issued annual financial statements for each of the three years shown in the Predecessor Registrant's 2011 Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission (the "SEC") on February 29, 2012 (the "2011 Annual Report") to reflect the Discontinued Operations if those financial statements are incorporated by reference in any subsequent filings with the SEC made under the Securities Act of 1933, as amended (the "Securities Act"). Therefore, the Registrant is retrospectively adjusting the Predecessor Registrant's historical financial statements covered by the 2011 Annual Report to reflect the Discontinued Operations in compliance with current authoritative accounting guidance. The retrospective adjustment has no effect on the Predecessor Registrant's previously reported net income, financial condition or cash flows for the periods covered by the 2011 Annual Report.

During the three months ended March 31, 2012, CPA Ž:15 sold a vacant domestic property. In accordance with current authoritative accounting guidance for the disposal of long-lived assets, CPAŽ:15 reported revenue and expenses from the operations of this property as discontinued operation for each period presented in its quarterly report for the quarter ended March 31, 2012 (including the comparable period of the prior year) (the "CPAŽ:15 Discontinued Operation"). As required by U.S. GAAP, CPAŽ:15 must also retrospectively adjust its previously issued annual financial statements for each of the three years shown in its consolidated financial statements as of December 31, 2011 and 2010 and for the years ended December 31, 2011, 2010 and 2009, which were filed with the SEC on March 5, 2012 (the "CPAŽ:15 Historical Financial Statements") to reflect the CPAŽ:15 Discontinued Operation if those financial statements are incorporated by reference in any subsequent filings with the SEC made under the Securities Act. Therefore, the CPAŽ:15 Historical Financial Statements have been retrospectively adjusted to reflect the CPA Ž:15 Discontinued Operation in compliance with current authoritative accounting guidance. The retrospective adjustment has no effect on CPAŽ:15's previously reported net income, financial condition or cash flows for the periods covered by the CPAŽ:15 Historical Financial Statements.

This Current Report on Form 8-K (the "Report") updates Items 1A, 6, 7, 7A and 8 of the 2011 Annual Report primarily to reflect the retrospective reclassification of the operations of certain properties during the three months ended March 31, 2012 as Discontinued Operations. All other Items of the 2011 Annual Report remain unchanged. The updated sections of the 2011 Annual Report are attached hereto as exhibits 99.1, 99.2, 99.3, 99.4 and 99.5. The CPAŽ:15 Historical Financial Statements are attached hereto as Exhibit 99.6. No attempt has been made to include any adjustments or update matters in the 2011 Annual Report except to the extent expressly provided above.

This Report is also being filed by the Registrant to update risk factors. The foregoing description is qualified in its entirety by reference to these risk factors, which are attached hereto as Exhibit 99.7 and incorporated by reference herein.

This Report is also being filed by the Registrant in order to provide pro forma financial (the "Pro Forma Financials") information for the combined company. The Pro Forma Financials are attached hereto as exhibit 99.8.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
  No.                                     Description

23.1         Consent of Independent Registered Public Accounting Firm
             (PricewaterhouseCoopers LLP)

99.1         Item 1A. Risk Factors

99.2         Item 6. Selected Financial Data

99.3         Item 7. Management's Discussion and Analysis of Financial Condition
             and Results of Operations

99.4         Item 7A. Quantitative and Qualitative Disclosures About Market Risk

99.5         Item 8. Financial Statements and Supplementary Data

99.6         Consolidated Financial Statements of Corporate Property Associates 15
             Incorporated as of December 31, 2011 and 2010 and for the years ended
             December 31, 2011, 2010 and 2009

99.7         Updated Risk Factors Related to the REIT Conversion and Merger

99.8         Unaudited Pro Forma Financial Information of W. P. Carey Inc. as of
             and for the six months ended June 30, 2012 and for the year ended
             December 31, 2011

101          The following materials for W. P. Carey & Co. LLC included in this
             report as Exhibit 99.5, formatted in XBRL (eXtensible Business
             Reporting Language): (i) Consolidated Balance Sheets at December 31,
             2011 and 2010, (ii) Consolidated Statements of Income for the years
             ended December 31, 2011, 2010 and 2009, (iii) Consolidated Statements
             of Comprehensive Income for the years ended December 31, 2011, 2010
             and 2009, (iv) Consolidated Statements of Equity for the years ended
             December 31, 2011, 2010 and 2009, (v) Consolidated Statements of Cash
             Flows for the years ended December 31, 2011, 2010 and 2009, (vi) Notes
             to Consolidated Financial Statements, (vii) Schedule III - Real Estate
             and Accumulated Depreciations, and (viii) Notes to Schedule III.

Cautionary Statement Concerning Forward-Looking Statements:

Certain of the matters discussed in this Report contain forward-looking statements within the meaning of the Federal securities laws. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of W. P. Carey and can be identified by the use of words such as "may,"" "will," "should," "would," "assume," "outlook," "seek," "plan," "believe," "expect," "anticipate," "intend," "estimate," "forecast," and other comparable terms. These forward-looking statements include, but are not limited to, statements regarding the benefits of the Transactions, integration plans and expected synergies, the expected benefits of the REIT Conversion, and anticipated future financial and operating performance and results, including estimates of growth. These statements are based on the current expectations of the management of W. P. Carey. It is important to note that W. P. Carey's actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of W. P. Carey. Discussions of some of these other important factors and assumptions are contained in the Predecessor Registrant's filings with the SEC and are available at the SEC's website at http://www.sec.gov, including an update to Item 1A. Risk Factors in the Predecessor Registrant's Annual Report on Form 10-K for the year ended December 31, 2011 as filed with the SEC on February 29, 2012 and included in this Report as Exhibit 99.1 and the Updated Risk Factors Related to the REIT Conversion and Merger included in this Report as Exhibit 99.7. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. Except as required under the Federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this Report or to reflect the occurrence of unanticipated events.


  Add WPC to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for WPC - All Recent SEC Filings
Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.