Merger with CPA®:16 – Global (Tables)

3 Months Ended

Mar. 31, 2014

Schedule of Business Acquisitions, by Acquisition



	Preliminary Purchase Price Allocation (in thousands)
Total Consideration
Fair value of W. P. Carey shares of common stock issued	$	1,815,521
Cash consideration for fractional shares	1,338
Merger Consideration	1,816,859
Fair value of our equity interest in CPA^®:16 – Global prior to the CPA^®:16 Merger	347,164
Fair value of our equity interest in jointly-owned investments with CPA^®:16 – Global prior to the CPA^®:16 Merger	172,720
Fair value of noncontrolling interests acquired	(278,829		)
	$	2,057,914
Assets Acquired at Fair Value
Net investments in properties	$	1,969,274
Net investments in direct financing leases	538,607
Equity investments in real estate	74,367
Assets held for sale	132,951
In-place lease intangible assets	553,479
Above-market rent intangible assets	395,663
Cash and cash equivalents	65,429
Other assets, net	82,032
	3,811,802
Liabilities Assumed at Fair Value
Non-recourse debt and line of credit	(1,768,288		)
Below-market rent and other intangible liabilities	(57,209		)
Accounts payable, accrued expenses and other liabilities	(118,389		)
Deferred tax liability	(59,629		)
	(2,003,515		)

Total identifiable net assets	1,808,287
Amounts attributable to noncontrolling interests	(99,345		)
Goodwill	348,972
	$	2,057,914

Business Acquisition, Pro Forma Information

(in thousands, except share and per share amounts):



	Three Months Ended March 31,
	2014			2013
Pro forma total revenues	$	234,125		$	176,517

Pro forma net income	$	37,940		$	71,404
Pro forma net income attributable to noncontrolling interests	(572		)	(729		)
Pro forma net (income) loss attributable to redeemable noncontrolling interest	(262		)	1,951
Pro forma net income attributable to W. P. Carey	$	37,106		$	72,626

Pro forma earnings per share: ^(a)
Basic	$	0.37		$	0.73
Diluted	$	0.37		$	0.72

Pro forma weighted-average shares: ^(b)
Basic	99,724,441			99,697,087
Diluted	100,615,300			100,705,171

___________

(a)

The pro forma income attributable to W. P. Carey for the three months ended March 31, 2013 reflects the following income and expenses recognized related to the CPA^®:16 Merger as if the CPA^®:16 Merger had taken place on January 1, 2013: (i) combined merger expenses of $45.1 million; (ii) an aggregate gain on change in control of interests of $103.6 million; and (iii) an income tax expense of $3.8 million due to a permanent difference from the recognition of deferred revenue as a result of the accelerated vesting of shares previously issued by CPA^®:16 – Global for asset management and performance fees and the payment of deferred acquisition fees in connection with the CPA^®:16 Merger.


(b)	The pro forma weighted average shares outstanding for the three months ended March 31, 2014 and 2013 were determined as if the 30,729,878 shares of our common stock issued to CPA^®:16 – Global stockholders in the CPA^®:16 Merger were issued on January 1, 2013.