0001102238false00011022382025-03-202025-03-20

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K
Current Report

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)March 20, 2025

American Realty Investors, Inc.
(Exact name of registrant as specified in its charter)

Nevada001-1566375-2847135
(State or other jurisdiction of 
Incorporation or organization) 		(Commission File Number)(IRS Employer Identification Number)
1603 LBJ Freeway,Suite 800DallasTX75234
(Address of principal executive offices)(Zip Code)
(469) 522-4200
Registrant’s Telephone Number, including area code

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:
 ☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐  Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 230.425)
 ☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Securities Act (17 CFR 240.14d-2(b))
 ☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Securities Act (17 CFR 240.413e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockARLNYSE
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 ((17 CFR 230.405 of or Rule 12b-2 of the Securities Act of 1934 (17 CFR 230.405):
☐  Emerging growth company
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. ☐



Section 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition

On March 20, 2025, American Realty Investors, Inc. (“ARL” or the “Company”) announced its operational results for the quarter ended December 31, 2024. A copy of the announcement is attached as Exhibit “99.1.”

The information furnished pursuant to Item 2.02 in this Form 8-K, including Exhibit “99.1” attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, unless we specifically incorporate it by reference in a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no duty or obligation to publicly update or revise the information furnished pursuant to Item 2.02 of this Current Report on Form 8-K.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits


(d) Exhibits.

The following exhibit is furnished with this Report:

Exhibit No.Description
Press release datedMarch 20, 2025
_________________________
* Furnished herewith






SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AMERICAN REALTY INVESTORS, INC.
Dated: March 20, 2025By:/s/ ERIK L. JOHNSON
Erik L. Johnson
President and Chief Executive Officer



NEWS RELEASEContact:
American Realty Investors, Inc. Investor Relations
FOR IMMEDIATE RELEASE
Erik Johnson (469) 522-4200 investor.relations@americanrealtyinvest.com


American Realty Investors, Inc. reports Earnings for Q4 2024

DALLAS (March 20, 2025) -- American Realty Investors, Inc. (NYSE:ARL) is reporting its results of operations for the three months ended December 31, 2024. For the three months ended December 31, 2024, we reported net loss attributable to common shares of $0.2 million or $0.01 per diluted share, compared to net loss attributable to common shares of $2.1 million or $0.13 per diluted share for the same period in 2023.

Financial Highlights

•Total occupancy was 81% at December 31, 2024, which includes 94% at our multifamily properties and 53% at our commercial properties.
•On October 18, 2024, we completed a 45,000 square foot lease at Stanford Center. This is the first new lease at the property following our major renovation of the property. The new lease provides a 14% increase in occupancy to the property and a 20% increase in rent per square foot over recent expired leases at the property. The lease is expected to commence in April 2025.
•On October 21, 2024, we obtained a $27.5 million construction loan to finance the development of a 234 unit multifamily property in Dallas, Texas ("Mountain Creek") that is expected to be completed in 2026 for a total cost of approximately $49.8 million. The construction loan on Mountain Creek bears interest at SOFR plus 3.45% and matures on October 20, 2026.
•On October 31, 2024, we paid $23.4 million to resolve all claims litigation with David Clapper and related entities related (collectively, the “Clapper") that had been ongoing since 1999. The matter originally involved a transaction in 1998 in which we were to acquire eight multifamily properties from the Clapper. As a result of the settlement, we accrued a loss on real estate transactions of $23.4 million during the three and nine months ended December 31, 2024.
•On December 13, 2024, we sold 30 single family lots from our holdings in Windmill Farms for $1.4 million, resulting in a gain on sale of $1.1 million.

Financial Results

Rental revenues decreased $1.6 million from $12.8 million for the three months ended December 31, 2023 to $11.2 million for the three months ended December 31, 2024. The decrease in rental revenue is primarily due to a decrease in occupancy at our commercial properties.

Net operating loss decreased $0.4 million from $2.2 million for the three months ended December 31, 2023 to $1.8 million for the three months ended December 31, 2024. Our decrease in net operating loss was due to a $2.4 million decrease in operating expenses offset in part by a $2.0 million decrease in revenues. The decrease in operating expenses is primarily due to a decrease in depreciation for the three months ended December 31, 2024.



Net loss attributable to common shares decreased $2.0 million from $2.1 million for the three months ended December 31, 2023 to $0.2 million for the three months ended December 31, 2024. The decrease in net loss is primarily attributed to a decrease in loss on real estate transactions for the three months ended December 31, 2024.
About American Realty Investors, Inc.
American Realty Investors, Inc., a Dallas-based real estate investment company, holds a diverse portfolio of equity real estate located across the U.S., including office buildings, apartments, 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. The Company also holds mortgage receivables. The Company’s primary asset and source of its operating results is its investment in Transcontinental Realty Investors, Inc. (NYSE:TCI). For more information, visit the Company’s website at www.americanrealtyinvest.com.


AMERICAN REALTY INVESTORS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)
Three Months Ended December 31,Twelve Months Ended December 31,
2024202320242023
Revenues:
Rental revenues$11,222 $12,787 $44,763 $47,023 
Other income817 1,260 2,555 3,477 
   Total revenue12,039 14,047 47,318 50,500 
Expenses:
Property operating expenses6,816 7,316 27,063 27,896 
Depreciation and amortization2,847 4,031 12,276 13,646 
General and administrative1,845 1,587 6,395 10,011 
Advisory fee to related party2,315 3,304 8,225 10,187 
   Total operating expenses13,823 16,238 53,959 61,740 
   Net operating loss(1,784)(2,191)(6,641)(11,240)
Interest income3,940 1,646 19,973 26,847 
Interest expense(1,880)(1,928)(7,838)(9,502)
Gain on foreign currency transactions— — — 993 
Loss on early extinguishment of debt— — — (1,710)
Equity in income from unconsolidated joint ventures42 296 1,449 3,242 
Loss on real estate transactions(589)(2,079)(23,989)(1,923)
Income tax provision55 960 3,607 (1,456)
Net (loss) income(216)(3,296)(13,439)5,251 
Net income (loss) attributable to noncontrolling interest55 1,173 (1,264)(1,283)
Net (loss) income attributable to common shares$(161)$(2,123)$(14,703)$3,968 
Earnings per share
Basic and diluted$(0.01)$(0.13)$(0.91)$0.25 
Weighted average common shares used in computing earnings per share
Basic and diluted16,152,043 16,152,043 16,152,043 16,152,043 



v3.25.1
Cover
Mar. 20, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Mar. 20, 2025
Entity Registrant Name American Realty Investors, Inc.
Entity Incorporation, State or Country Code NV
Entity File Number 001-15663
Entity Tax Identification Number 75-2847135
Entity Address, Address Line One 1603 LBJ Freeway,
Entity Address, Address Line Two Suite 800
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75234
City Area Code 469
Local Phone Number 522-4200
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol ARL
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001102238
Amendment Flag false
American Realty Investors (NYSE:ARL)
Historical Stock Chart
Von Mär 2025 bis Apr 2025 Click Here for more American Realty Investors Charts.
American Realty Investors (NYSE:ARL)
Historical Stock Chart
Von Apr 2024 bis Apr 2025 Click Here for more American Realty Investors Charts.