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AMERICAN REALTY INVESTORS INC FILES (8-K) Disclosing Other Events

July 23, 2014



Item 8.01. Other Events

On July 17, 2014, the holder of 890,797 shares of Series A Cumulative Convertible Preferred Stock (the "Series A Preferred Stock") of American Realty Investors, Inc. (the "Issuer" or the "Company" or "ARL") surrendered 890,797 shares for conversion into Common Stock. Under the Articles of Incorporation, the "Conversion Date" was the date of surrender and the calculated "Conversion Price" was 90% of the simple average of the daily closing price of the Common Stock for the twenty Trading Days immediately prior to the date of conversion on the New York Stock Exchange ("NYSE"), which yielded an average closing price, resulting in a Conversion Price of $6.07 per share. As of the Conversion Date, the 890,797 shares of Series A Preferred Stock of ARL also had accumulated dividends, which yielded additional accrued dividends to be added to the aggregate liquidation value, which, when divided by the Conversion Price, yielded a base amount, which was rounded up to 2,502,230 shares of Common Stock issued upon conversion to such holder. The issuance of 2,502,230 shares of Common Stock, effective July 17, 2014, increased the number of issued and outstanding shares of Common Stock from 11,525,389 shares to 14,027,619 shares of Common Stock. No significant effect occurred with respect to the balance sheet of ARL except that certain dividends payable were eliminated as a liability by crediting the same amount to stockholders' equity.

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Source: Edgar Glimpses


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