Preferred Apartment Communities, Inc. Reports Results for Fourth Quarter 2021
Preferred Apartment Communities announced its Q4 2021 results, reporting Total Revenues of $105.7 million, a 12.5% decline from Q4 2020, and a Net Loss of $(0.31) per share. For the full year, revenues dropped by 10% to $451.1 million. Core FFO per share was $0.24, down 22.6%, while AFFO per share decreased 28% to $0.18. Despite the declines, same-store rental revenue increased 9.6%, and net operating income rose 14.8% for Q4 year-over-year. The company is set to be acquired by Blackstone Real Estate Income Trust, expected to close in Q2 2022 at $25 per share.
- Same-store rental revenues increased by 9.6% in Q4 2021 year-over-year.
- Same-store net operating income (NOI) rose by 14.8% for Q4 2021 compared to Q4 2020.
- The company is positioned for acquisition by Blackstone, providing liquidity at $25 per share.
- Total revenues decreased by 12.5% for Q4 2021 compared to Q4 2020.
- Net loss per share increased to $(0.31) in Q4 2021 from $(0.77) in Q4 2020.
- Core FFO per share decreased by 22.6% to $0.24 in Q4 2021.
Total Revenues
————————
Net Loss Per Share
————————
Core FFO per Share*
————————
AFFO Per Share*
————————
Multifamily Same Store Results*
Same-store rental and other property revenues increased
Same-store rental and other property revenues increased
————————
PAC Enters Into a Definitive Agreement with
Cash transaction of
Closing expected during second quarter 2022
————————
Two Real Estate Loans and One Land Loan Closed During Fourth Quarter 2021
Aggregate commitment amount of
934 multifamily units added to PAC's acquisition pipeline
————————
Brookwood Center Office Sale Closed During Fourth Quarter 2021
Total consideration of
Realized gain on sale of
*Core FFO and AFFO results are per weighted-average share and Class A OP Unit outstanding. Core FFO, AFFO and same-store net operating income are non-GAAP measures that are defined below.
“The fourth quarter marked a continuation of our solid operating performance throughout the entirety of 2021 and capped off an exciting and transformational year. For 2021 as a whole, we continued to grow our high quality apartment portfolio and real estate investment loan book while population, job, and income growth across our Sunbelt markets provided an excellent fundamental backdrop for our business. These fundamentals and the quality and vintage of our multifamily portfolio produced strong fourth quarter results, with top line year over year same store revenue growth of
“Importantly, we achieved key milestones in our corporate simplification efforts that began two years ago, ending 2021 as a focused owner and operator of high quality multifamily and grocery anchored retail properties in suburban Sunbelt markets, operated by our best in class team. Additionally, I’m proud to say we furthered our commitment to the principles of ESG, ensuring that we are responsible partners for our community, the environment and all stakeholders. Finally, I want to thank our entire team for their hard work and dedication this past year, their collective contributions produced our excellent results.”
Conference Call
As announced in a press release on
For Further Information
Executive Vice President-Investor Relations
Chief Marketing Officer
investorrelations@pacapts.com
770-818-4144
Operating Results
Our operating results are presented below.
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Three months ended |
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% change |
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Year ended |
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% change |
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2021 |
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2020 |
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2021 |
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2020 |
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Revenues (in thousands) |
$ |
105,724 |
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$ |
120,871 |
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(12.5 |
) % |
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$ |
451,142 |
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$ |
501,185 |
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(10.0 |
) % |
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Per share data: |
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Net income (loss) (1) |
$ |
(0.31 |
) |
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$ |
(0.77 |
) |
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— |
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$ |
(2.59 |
) |
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$ |
(6.95 |
) |
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— |
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FFO (2) |
$ |
0.19 |
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$ |
(0.20 |
) |
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— |
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$ |
0.27 |
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$ |
(3.36 |
) |
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— |
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Core FFO (2) |
$ |
0.24 |
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$ |
0.31 |
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(22.6 |
) % |
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$ |
1.10 |
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$ |
1.07 |
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2.8 |
% |
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AFFO (2) |
$ |
0.18 |
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$ |
0.25 |
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(28.0 |
) % |
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$ |
0.93 |
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$ |
0.83 |
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12.0 |
% |
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Dividends (3) |
$ |
0.175 |
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$ |
0.175 |
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— |
% |
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$ |
0.70 |
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$ |
0.7875 |
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(11.1 |
) % |
(1) Per weighted average share of Common Stock outstanding for the periods indicated. |
(2) FFO, Core FFO and AFFO results are presented per basic weighted average share of Common Stock and Class A Unit in our |
(3) Per share of Common Stock and Class A Unit outstanding. |
Financial
-
Our total revenues for the quarter ended
December 31, 2021 decreased approximately , or$15.1 million 12.5% , to from the quarter ended$105.7 million December 31, 2020 , due to the absence of revenues from the eight student housing properties that we sold onNovember 3, 2020 and the eight office properties and one real estate loan investment that we sold during the third and fourth quarters of 2021. The student housing properties contributed approximately , or$4.5 million 3.7% of our total revenues and the disposed office properties and real estate loan investment contributed approximately , or$18.8 million 15.6% of our total revenues for the quarter endedDecember 31, 2020 .
-
Our net loss per share was
and$(0.31) for the three-month periods ended$(0.77) December 31, 2021 and 2020, respectively. Funds From Operations, or FFO, was and$0.19 per weighted average share of Common Stock and Class A Unit outstanding for the three months ended$(0.20) December 31, 2021 and 2020, respectively. The improvement in FFO per share was driven by:
* Lower deemed dividends due to a lower volume of calls and cash redemptions of our preferred stock during the fourth quarter 2021 versus the fourth quarter 2020 of
* Lower operating results as a result of the sale of our student housing and office properties of
* Lower cash dividend requirements on our preferred stock of
* Lower revenues from the real estate loan portfolio of
* Improved multifamily same-store results of
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Our Core FFO per share decreased to
for the fourth quarter 2021 from$0.24 for the fourth quarter 2020, due to:$0.31
* Lower operating results as a result of the sale of our student housing and office properties of
* Reduced cash dividend requirements on our preferred stock of
* Lower revenues from the real estate loan portfolio of
* Improved multifamily same-store results of
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Our AFFO per share decreased to
for the fourth quarter 2021 from$0.18 for the fourth quarter 2020 due to the four factors above driving the Core FFO decrease, and also:$0.25
* Lower accrued interest income received on real estate loans of
* Lower noncash loan interest income of
* Decreased noncash amortization of deferred revenues, straight-line rent adjustments, above and below market leases and tenant lease inducements of
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Our Core FFO payout ratio to Common Stockholders and Unitholders was approximately
65.3% and our Core FFO payout ratio to our preferred stockholders was approximately72.8% for the full year 2021. Our Core FFO payout ratio to Common Stockholders and Unitholders was approximately74.0% and our Core FFO payout ratio to our preferred stockholders was approximately68.3% for the fourth quarter 2021. (A)
-
Our AFFO payout ratio to Common Stockholders and Unitholders was approximately
77.6% and our AFFO payout ratio to our preferred stockholders was approximately76.0% for the full year 2021. Our AFFO payout ratio to Common Stockholders and Unitholders was approximately99.6% and our AFFO payout ratio to our preferred stockholders was approximately74.3% for the fourth quarter 2021.
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As of
December 31, 2021 , our total assets were approximately , a decrease from our total assets of approximately$3.6 billion at$4.3 billion December 31, 2020 , that resulted primarily from the sale of eight office properties and one real estate loan investment that sold for approximately during the third and fourth quarter 2021.$780 million
(A) We calculate the Core FFO and AFFO payout ratios to Common Stockholders as the ratio of Common Stock dividends and distributions to Core FFO and AFFO. We calculate the Core FFO and AFFO payout ratios to preferred stockholders as the ratio of Preferred Stock dividends to the sum of Preferred Stock dividends and Core FFO and AFFO. Since our operations resulted in a net loss from continuing operations for the periods presented, a payout ratio based on net loss is not calculable. See Definitions of Non-GAAP Measures.
Operational
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Our multifamily communities' same-store rental and other property revenues increased
9.6% , same-store property operating expenses increased2.7% and same-store net operating income increased14.8% for the quarter endedDecember 31, 2021 versus 2020. Our same-store multifamily communities include all our multifamily communities except Artisan atViera , TheMenlo , The Blake,Parkside at the Beach, Horizon at Wiregrass, The Ellison, Alleia at Presidio, TheAnson , The Kingson, andChestnut Farm , all of which were acquired in the last 29 months. For the year endedDecember 31, 2021 , same-store rental and other property revenues increased5.9% , same-store property operating expenses increased4.2% and same-store net operating income increased7.2% versus 2020.
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Our rental rates for our multifamily same-store properties for new and renewal leases increased
22.0% and12.5% respectively and17.0% blended for fourth quarter 2021 as compared to the expiring leases, excluding shorter-term leases of six months or less.
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Our rental rates for our multifamily same-store properties for new and renewal leases increased
17.4% and12.1% respectively and14.3% blended forJanuary 2022 as compared to the expiring leases, excluding shorter-term leases of two months or less.
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As of
December 31, 2021 , the average age of our multifamily communities was approximately 6.3 years, which we believe is the youngest in the public multifamily REIT industry.
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As of
December 31, 2021 , all of our owned multifamily communities had achieved stabilization except forThe Kingson and Chestnut Farm , which were acquired during the third quarter 2021. We define stabilization as reaching93% occupancy for all three months within a single quarter.
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The average physical occupancy of our same-store multifamily communities increased to
96.2% for the three-month period endedDecember 31, 2021 from95.7% for the three-month period endedDecember 31, 2020 but decreased from97.1% for the three-month period endedSeptember 30, 2021 .
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Our average recurring rental revenue collections were approximately
99.0% for multifamily communities and99.0% for grocery-anchored retail properties for the fourth quarter 2021.
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Effective
December 10, 2021 , we electedDaphne Bryson Jackson as an additional independent member of our board of directors.
Financing and Capital Markets
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As of
December 31, 2021 , approximately96.1% of our permanent property-level mortgage debt has fixed interest rates and approximately0.9% has variable interest rates which are capped. We believe we are well protected against potential increases in market interest rates. Our overall weighted average interest rate for our mortgage debt portfolio was3.32% for multifamily communities,4.35% for office properties,3.90% for grocery-anchored retail properties and3.54% in the aggregate.
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During the fourth quarter 2021, we issued and sold an aggregate of 9,518 shares of preferred stock and redeemed or called an aggregate of 23,684 shares of preferred stock, resulting in a net reduction of 14,166 outstanding shares of preferred stock, for a net redemption of approximately
.$14.2 million
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During the fourth quarter 2021, we issued and sold an aggregate of 49,049 shares of common stock at an average price of
under the 2019 ATM Offering.$12.43
-
At
December 31, 2021 , our leverage, as measured by the ratio of our debt to the undepreciated book value of our total assets, was approximately57.5% .
-
At
December 31, 2021 , we had available to be drawn on our revolving line of credit.$200.0 million
- Our outstanding shares of Preferred Stock have decreased over the last three years, as summarized in the following chart:
Shares of Preferred Stock |
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2019 |
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2020 |
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2021 |
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Issued |
552,938 |
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228,788 |
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122,297 |
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Redeemed by holder |
(68,512 |
) |
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(164,286 |
) |
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(100,946 |
) |
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Called by PAC |
— |
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(208,786 |
) |
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(320,746 |
) |
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Net increase (decrease) |
484,426 |
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(144,284 |
) |
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(299,395 |
) |
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Total outstanding at year end |
2,136,257 |
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1,991,973 |
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1,692,578 |
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Significant Transactions
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On
October 14, 2021 , we closed on a real estate loan investment of up to approximately supporting a 337-unit second phase of The$16.6 million Menlo multifamily community inJacksonville, Florida .
-
On
October 21, 2021 , we completed a supplemental financing on (i) our Retreat at Greystone multifamily community in the amount of approximately , that bears interest of$7.3 million 3.47% per annum and matures onDecember 1, 2024 , and (ii) our Aldridge atTown Village multifamily community in the amount of approximately , that bears interest of$3.7 million 3.46% per annum and matures onNovember 1, 2024 .
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On
November 1, 2021 , we repaid the mortgage debt in the amount of supporting our$27.4 million Champions Village grocery-anchored shopping center, and onNovember 2, 2021 , we financed ourWoodstock Crossing grocery-anchored shopping center with a mortgage bearing interest at a fixed rate of$5.3 million 2.89% per annum that matures onDecember 1, 2026 .
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On
November 3, 2021 , we closed on a real estate loan investment of up to , in support of a 246-unit multifamily community located in the$9.1 million Atlanta, Georgia MSA.
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On
November 12, 2021 , we closed on the sale of our Brookwood Center office building located inBirmingham, Alabama and in doing so, recognized a gain of and collected net proceeds of approximately$12.4 million .$25.1 million
-
On
December 8, 2021 , we financed ourFairview Market grocery-anchored shopping center with a mortgage bearing interest at a fixed rate of$7.1 million 2.87% per annum that matures onDecember 15, 2028 .
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On
December 17, 2021 , we closed on a land acquisition bridge loan of up to , in support of a 351-unit multifamily community located in the$6.3 million Charleston, South Carolina MSA.
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Effective
December 21, 2021 , we entered into a equity commitment to partially finance the development and construction of a grocery-anchored shopping center to be located in the$2.0 million Charleston, South Carolina MSA. We will earn a fixed return of12% per annum over an anticipated investment life of between 24 and 36 months from the development project and we will have a five year right of first offer to purchase the interests of the other investors in the project.
Subsequent to Quarter End
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On
February 11, 2022 , we closed on a real estate loan investment of up to , in support of a 286-unit multifamily community located in the$16.7 million Orlando, Florida MSA.
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On
February 24, 2022 , our board of directors declared a quarterly dividend on our Common Stock of per share, payable on$0.17 5April 14, 2022 to stockholders of record onMarch 15, 2022 .
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Between
January 1, 2022 andFebruary 25, 2022 , we issued no shares of Common Stock under the 2019 ATM Offering.
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Between
January 1, 2022 andFebruary 10, 2022 , we issued 3,167 shares of Series M1 Preferred Stock and collected net proceeds of approximately after commissions and fees. During the same period, we redeemed 9,453 shares of Series A Preferred Stock, 204 mShares, 212 shares of Series A1 Preferred Stock, and 267 shares of Series M1 Preferred Stock.$3.1 million
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On
February 10, 2022 , we amended our real estate loan investment supporting The Platform, a 551-unit multifamily community located inSan Jose, California . The maturity date of the instrument was extended toAugust 13, 2022 and a second extension option ofDecember 31, 2022 was added. The all-in interest rate was reduced to9.5% per annum beginning on the original maturity date ofFebruary 13, 2022 and it increases in steps each three-month period up to11.0% per annum. As ofJanuary 31, 2022 , the property's physical occupancy was91.1% .
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On
February 15, 2022 , we refinanced ourChestnut Farm multifamily community with permanent mortgage financing in the amount of approximately , that bears interest at a rate of$52.3 million 3.25% and matures onMarch 1, 2032 .
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On
February 16, 2022 , we entered into a definitive agreement by whichBlackstone Real Estate Income Trust, Inc. ("BREIT") will acquire all our outstanding shares of our common stock for in cash. Once and if the acquisition is completed, the Company will cease to be a publicly-traded company on the$25.00 New York Stock Exchange . The holders of each series of our shares of preferred stock will receive the per share liquidation preference for each share plus accrued but unpaid dividends. The transaction has been unanimously approved by our Board of Directors and is expected to close in the second quarter of 2022, although there is no guarantee that it will occur by that date, or at all, and the transaction is subject to approval by our stockholders and other customary closing conditions.$1,000
-
On
February 25, 2022 , the Company closed on the acquisition of Lirio atRafina , a 280-unit multifamily community located in theOrlando, Florida MSA.
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On
February 28, 2022 , we closed on a real estate loan investment of up to , in support of a 242-unit multifamily community located in the$17.2 million Naples, Florida MSA.
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Between
January 1, 2022 andFebruary 25, 2022 , we issued 3,358,780 shares of Common Stock from exercises of our outstanding Warrants.
2022 Guidance
Due to the pending acquisition by BREIT, we are not issuing guidance at this time with respect to our 2022 financial outlook.
Real Estate Assets
At
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Owned as of
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Potential
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Potential total |
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Residential properties: |
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Properties |
41 |
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9 |
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50 |
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Units |
12,052 |
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2,859 |
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14,911 |
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Grocery-anchored shopping centers: |
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Properties |
54 |
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1 |
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55 |
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Gross leasable area (square feet) |
6,210,778 |
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85,500 |
( 4) |
6,296,278 |
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Office buildings: (3) |
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Properties |
2 |
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— |
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2 |
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Rentable square feet |
1,072,000 |
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— |
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1,072,000 |
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Land |
1 |
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— |
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1 |
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(1) One multifamily community and two grocery-anchored shopping centers are owned through consolidated joint ventures. One grocery-anchored shopping center is an investment in an unconsolidated joint venture. |
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(2) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio. |
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(3) Eight of our office properties and a real estate loan investment supporting the 8West office building were sold during the third and fourth quarters of 2021. |
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(4) Estimated square footage of |
Same-Store Financial Data
The following charts present same-store operating results for the Company’s multifamily communities. We define our population of same-store multifamily communities as those that have achieved occupancy at or above
For the periods presented, same-store operating results consist of the operating results of the multifamily communities listed below, comprising an aggregate 9,222 units, or
Same-store net operating income is a non-GAAP measure that is most directly comparable to net income (loss), as shown in the reconciliation below. See Definitions of Non-GAAP Measures.
Reconciliation of Net Income (Loss) to Multifamily Communities' Same-Store Net Operating Income ("NOI") |
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Three months ended: |
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(in thousands) |
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Net income |
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$ |
11,659 |
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$ |
17,472 |
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Add: |
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Equity stock compensation |
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973 |
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586 |
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Depreciation and amortization |
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38,995 |
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48,581 |
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Interest expense |
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23,280 |
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27,950 |
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General and administrative |
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6,137 |
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7,556 |
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Loss from unconsolidated joint venture |
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109 |
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194 |
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Management Internalization |
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243 |
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288 |
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Allowance for expected credit losses |
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932 |
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640 |
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Less: |
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Interest revenue on notes receivable |
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9,252 |
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12,115 |
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Interest revenue on related party notes receivable |
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414 |
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485 |
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Miscellaneous revenues |
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147 |
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727 |
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Gain on sale of real estate |
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12,369 |
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20,195 |
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Loss on sale of real estate loan investment |
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— |
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(11 |
) |
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Property net operating income |
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60,146 |
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69,756 |
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Less: |
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Non same-store property revenues |
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(51,185 |
) |
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(66,745 |
) |
Add: |
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Non same-store property operating expenses |
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17,748 |
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20,247 |
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Same-store net operating income |
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$ |
26,709 |
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$ |
23,258 |
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Multifamily Communities' Same-Store NOI |
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Three months ended: |
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(in thousands) |
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$ change |
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% change |
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Revenues: |
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Rental and other property revenues |
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$ |
44,727 |
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$ |
40,800 |
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$ |
3,927 |
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9.6 |
% |
Operating expenses: |
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Property operating and maintenance |
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7,197 |
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6,782 |
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415 |
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6.1 |
% |
Payroll |
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3,335 |
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3,232 |
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103 |
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3.2 |
% |
Real estate taxes and insurance |
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7,486 |
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7,528 |
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(42 |
) |
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(0.6 |
) % |
Total operating expenses |
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18,018 |
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17,542 |
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476 |
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2.7 |
% |
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Same-store net operating income |
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$ |
26,709 |
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$ |
23,258 |
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$ |
3,451 |
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14.8 |
% |
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Same-store average physical occupancy |
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96.2 |
% |
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95.7 |
% |
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0.5 |
% |
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Corporate level expenses related to the management and operations of the multifamily portfolio are allocated on a per unit basis to property NOI and are included in Multifamily Same-Store NOI. |
Reconciliation of Net Income (Loss) to Multifamily Communities' Same-Store Net Operating Income ("NOI") |
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Years ended: |
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(in thousands) |
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Net income (loss) |
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$ |
20,532 |
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$ |
(181,603 |
) |
Add: |
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Equity stock compensation |
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|
3,289 |
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|
1,644 |
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Depreciation and amortization |
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|
169,193 |
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|
201,677 |
|
Interest expense |
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|
102,414 |
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|
118,558 |
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Management fees |
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— |
|
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|
3,099 |
|
General and administrative |
|
29,144 |
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|
28,534 |
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Loss from unconsolidated joint venture |
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|
665 |
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|
314 |
|
Management Internalization |
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|
970 |
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180,116 |
|
Allowance for expected credit losses |
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|
874 |
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|
6,103 |
|
Waived asset management and general and administrative expense fees |
|
|
— |
|
|
|
(1,136 |
) |
Less: |
|
|
|
|
||||
Interest revenue on notes receivable |
|
|
43,819 |
|
|
|
46,610 |
|
Interest revenue on related party notes receivable |
|
|
1,644 |
|
|
|
4,235 |
|
Miscellaneous revenues |
|
|
1,098 |
|
|
|
4,525 |
|
Gain on sale of real estate |
|
|
21,109 |
|
|
|
23,456 |
|
Gain on sale of land |
|
|
— |
|
|
|
528 |
|
Loss on sale of real estate loan investment |
|
|
(12 |
) |
|
|
(11 |
) |
Loss on extinguishment of debt |
|
|
— |
|
|
|
(6,674 |
) |
|
|
|
|
|
||||
Property net operating income |
|
|
259,423 |
|
|
|
284,637 |
|
Less: |
|
|
|
|
||||
Non same-store property revenues |
|
|
(232,767 |
) |
|
|
(283,616 |
) |
Add: |
|
|
|
|
||||
Non same-store property operating expenses |
|
73,914 |
|
|
|
92,837 |
|
|
|
|
|
|
|||||
Same-store net operating income |
|
$ |
100,570 |
|
|
$ |
93,858 |
|
Multifamily Communities' Same-Store NOI |
||||||||||||
|
|
|
|
|
|
|
|
|
||||
|
|
Years ended: |
|
|
|
|
||||||
(in thousands) |
|
|
|
|
|
$ change |
|
% change |
||||
Revenues: |
|
|
|
|
|
|
|
|
||||
Rental and other property revenues |
|
$ |
171,812 |
|
$ |
162,200 |
|
$ |
9,612 |
|
5.9 |
% |
|
|
|
|
|
|
|
|
|
||||
Operating expenses: |
|
|
|
|
|
|
|
|
||||
Property operating and maintenance |
|
|
28,881 |
|
|
27,439 |
|
|
1,442 |
|
5.3 |
% |
Payroll |
|
|
13,163 |
|
|
12,690 |
|
|
473 |
|
3.7 |
% |
Real estate taxes and insurance |
|
|
29,198 |
|
|
28,213 |
|
|
985 |
|
3.5 |
% |
Total operating expenses |
|
|
71,242 |
|
|
68,342 |
|
|
2,900 |
|
4.2 |
% |
|
|
|
|
|
|
|
|
|
||||
Same-store net operating income |
|
$ |
100,570 |
|
$ |
93,858 |
|
$ |
6,712 |
|
7.2 |
% |
|
|
|
|
|
|
|
|
|
||||
Corporate level expenses related to the management and operations of the multifamily portfolio are allocated on a per unit basis to property NOI and are included in Multifamily Same-Store NOI. |
Dividends
Quarterly Dividends on Common Stock and Class A OP Units
On
Monthly Dividends on Preferred Stock
We declared monthly dividends of
Forward-Looking Statements
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: redemptions of Series A Preferred Stock, potential additions of properties from purchase options and rights of first offer from our real estate loan investments, goals and performance are, by definition, and certain other statements in this Earnings Release and Supplemental Financial Data Report may constitute, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, achievements or transactions to be materially different from the results, guidance, goals, performance, achievements or transactions expressed or implied by the forward-looking statements. These statements may be identified by the use of forward-looking terminology such as "may," "trend," "will," "expects," "plans," "estimates," "anticipates," "projects," "intends," "believes," "strategy," "goals," "objectives," "outlook" and similar expressions. These risks, uncertainties and contingencies include, but are not limited to, (a) the impact of the COVID-19 pandemic, including any variants, and related federal, state and local government actions on PAC’s business operations and the economic conditions in the markets in which PAC operates; (b) PAC’s ability to mitigate the impacts arising from COVID-19 or any variants thereof; (c) risks related to the proposed acquisition by BREIT, including the possibility that the consummation of the transaction could be delayed or not completed, and the effect of the announcement or pendency of the transaction on our business; (d) PAC's ability to make distributions to its stockholders in the future; and (e) those disclosed in PAC's filings with the
Except as otherwise required by the federal securities laws, we assume no liability to update the information in this Earnings Release and Supplemental Financial Data Report.
We refer you to the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended
COVID-19
Our percentages of rent collected remained stabilized at or near pre-pandemic levels during the fourth quarter 2021. While the impacts of COVID-19 and its variants are continuing, the effects on our operations have been manageable and we believe this condition will persist, barring a dramatic change in the trajectory of the pandemic. We are continuing to monitor the spread and impact of the variants of COVID-19 as well as vaccination rates in our markets.
|
|||||||||||||||
Condensed Consolidated Statements of Operations |
|||||||||||||||
(Unaudited) |
|||||||||||||||
|
|
|
|
|
|
||||||||||
|
Three months ended |
|
Years ended |
||||||||||||
(In thousands, except per-share figures) |
2021 |
|
2020 |
|
2021 |
|
2020 |
||||||||
Revenues: |
|
|
|
|
|
|
|
||||||||
Rental and other property revenues |
$ |
95,911 |
|
|
$ |
107,544 |
|
|
$ |
404,581 |
|
|
$ |
445,815 |
|
Interest income on loans and notes receivable |
|
9,252 |
|
|
|
12,115 |
|
|
|
43,819 |
|
|
|
46,610 |
|
Interest income from related parties |
|
414 |
|
|
|
485 |
|
|
|
1,644 |
|
|
|
4,235 |
|
Miscellaneous revenues |
|
147 |
|
|
|
727 |
|
|
|
1,098 |
|
|
|
4,525 |
|
|
|
|
|
|
|
|
|
||||||||
Total revenues |
|
105,724 |
|
|
|
120,871 |
|
|
|
451,142 |
|
|
|
501,185 |
|
|
|
|
|
|
|
|
|
||||||||
Operating expenses: |
|
|
|
|
|
|
|
||||||||
Property operating and maintenance |
|
15,732 |
|
|
|
16,426 |
|
|
|
61,517 |
|
|
|
69,992 |
|
Property salary and benefits |
|
4,787 |
|
|
|
5,412 |
|
|
|
19,451 |
|
|
|
22,377 |
|
Property management costs |
|
674 |
|
|
|
961 |
|
|
|
3,463 |
|
|
|
4,989 |
|
Real estate taxes and insurance |
|
14,572 |
|
|
|
14,989 |
|
|
|
60,727 |
|
|
|
63,820 |
|
General and administrative |
|
6,137 |
|
|
|
7,556 |
|
|
|
29,144 |
|
|
|
28,534 |
|
Equity compensation to directors and executives |
|
973 |
|
|
|
586 |
|
|
|
3,289 |
|
|
|
1,644 |
|
Depreciation and amortization |
|
38,995 |
|
|
|
48,581 |
|
|
|
169,193 |
|
|
|
201,677 |
|
Management fees to related party |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
3,099 |
|
Allowance for expected credit losses |
|
932 |
|
|
|
640 |
|
|
|
874 |
|
|
|
6,103 |
|
Management Internalization expense |
|
243 |
|
|
|
288 |
|
|
|
970 |
|
|
|
180,116 |
|
|
|
|
|
|
|
|
|
||||||||
Total operating expenses |
|
83,045 |
|
|
|
95,439 |
|
|
|
348,628 |
|
|
|
582,351 |
|
|
|
|
|
|
|
|
|
||||||||
Waived asset management and general and administrative expense fees |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1,136 |
) |
Net operating expenses |
|
83,045 |
|
|
|
95,439 |
|
|
|
348,628 |
|
|
|
581,215 |
|
Operating income (loss) before loss from unconsolidated joint venture and gains on sales of real estate |
|
22,679 |
|
|
|
25,432 |
|
|
|
102,514 |
|
|
|
(80,030 |
) |
Loss from unconsolidated joint venture |
|
(109 |
) |
|
|
(194 |
) |
|
|
(665 |
) |
|
|
(314 |
) |
Gain on sale of real estate, net |
|
12,369 |
|
|
|
20,195 |
|
|
|
21,109 |
|
|
|
23,456 |
|
Operating income (loss) |
|
34,939 |
|
|
|
45,433 |
|
|
|
122,958 |
|
|
|
(56,888 |
) |
Interest expense |
|
23,280 |
|
|
|
27,950 |
|
|
|
102,414 |
|
|
|
118,558 |
|
Loss on extinguishment of debt |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(6,674 |
) |
Gain on sale of land |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
528 |
|
Loss on sale of real estate loan investment |
|
— |
|
|
|
(11 |
) |
|
|
(12 |
) |
|
|
(11 |
) |
|
|
|
|
|
|
|
|
||||||||
Net income (loss) |
|
11,659 |
|
|
|
17,472 |
|
|
|
20,532 |
|
|
|
(181,603 |
) |
Net (income) loss attributable to non-controlling interests |
|
(97 |
) |
|
|
300 |
|
|
|
(86 |
) |
|
|
3,815 |
|
Net income (loss) attributable to the Company |
|
11,562 |
|
|
|
17,772 |
|
|
|
20,446 |
|
|
|
(177,788 |
) |
|
|
|
|
|
|
|
|
||||||||
Dividends to preferred stockholders |
|
(27,756 |
) |
|
|
(56,307 |
) |
|
|
(153,418 |
) |
|
|
(160,908 |
) |
Dividends to holders of unvested restricted stock |
|
(117 |
) |
|
|
(96 |
) |
|
|
(514 |
) |
|
|
(205 |
) |
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to common stockholders |
$ |
(16,311 |
) |
|
$ |
(38,631 |
) |
|
$ |
(133,486 |
) |
|
$ |
(338,901 |
) |
|
|
|
|
|
|
|
|
||||||||
Net loss per share of Common Stock available to common stockholders, basic and diluted |
$ |
(0.31 |
) |
|
$ |
(0.77 |
) |
|
$ |
(2.59 |
) |
|
$ |
(6.95 |
) |
|
|
|
|
|
|
|
|
||||||||
Weighted average number of shares of Common Stock outstanding, basic and diluted |
|
52,948 |
|
|
|
49,912 |
|
|
|
51,499 |
|
|
|
48,743 |
|
Reconciliation of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO |
|||||||||
to Net (Loss) Income Attributable to Common Stockholders |
|||||||||
|
|
|
Three months ended |
||||||
(In thousands, except per-share figures) |
2021 |
|
2020 |
||||||
|
|
|
|
|
|
||||
Net loss attributable to common stockholders (See note 1) |
$ |
(16,311 |
) |
|
$ |
(38,631 |
) |
||
|
|
|
|
|
|
||||
Add: |
Depreciation of real estate assets |
|
32,861 |
|
|
|
39,447 |
|
|
|
Amortization of acquired intangible assets and deferred leasing costs |
|
5,916 |
|
|
|
8,742 |
|
|
|
Net loss attributable to Class A Unitholders (See note 2) |
|
107 |
|
|
|
260 |
|
|
|
Gain on sale of real estate |
|
(12,369 |
) |
|
|
(20,195 |
) |
|
FFO attributable to common stockholders and Unitholders |
|
10,204 |
|
|
|
(10,377 |
) |
||
|
|
|
|
|
|
||||
|
Acquisition and pursuit costs |
|
16 |
|
|
|
2 |
|
|
|
Loan cost amortization on acquisition line of credit and loan coordination fees (See note 3) |
|
322 |
|
|
|
451 |
|
|
|
Internalization costs (See note 4) |
|
243 |
|
|
|
288 |
|
|
|
Deemed dividends for redemptions of and non-cash dividends on preferred stock, plus |
|
|
|
|||||
|
expenses incurred on calls of preferred stock (See note 5) |
|
2,106 |
|
|
|
25,113 |
|
|
|
Expenses related to the COVID-19 global pandemic (See note 6) |
|
6 |
|
|
|
77 |
|
|
Core FFO attributable to common stockholders and Unitholders |
|
12,897 |
|
|
|
15,554 |
|
||
|
|
|
|
|
|||||
Add: |
Non-cash equity compensation to directors and executives |
|
973 |
|
|
|
586 |
|
|
|
Non-cash income for current expected credit losses (See note 13) |
|
518 |
|
|
|
155 |
|
|
|
Amortization of loan closing costs (See note 7) |
|
1,264 |
|
|
|
1,255 |
|
|
|
Depreciation/amortization of non-real estate assets |
|
456 |
|
|
|
541 |
|
|
|
Net loan origination fees received (See note 8) |
|
494 |
|
|
|
16 |
|
|
|
Deferred interest income received (See note 9) |
|
479 |
|
|
|
3,852 |
|
|
|
Amortization of lease inducements (See note 10) |
|
447 |
|
|
|
448 |
|
|
|
Cash received in excess of (exceeded by) amortization of purchase option termination revenues (See note 11) |
|
— |
|
|
|
560 |
|
|
Less: |
Non-cash loan interest income (See note 12) |
|
(2,276 |
) |
|
|
(3,193 |
) |
|
|
Cash paid for loan closing costs |
|
— |
|
|
|
(16 |
) |
|
|
Amortization of acquired real estate intangible liabilities and straight-line rent adjustments (See note 14) |
|
(1,695 |
) |
|
|
(4,333 |
) |
|
|
Amortization of deferred revenues (See note 15) |
|
(941 |
) |
|
|
(941 |
) |
|
|
Normally recurring capital expenditures (See note 16) |
|
(3,026 |
) |
|
|
(1,903 |
) |
|
|
|
|
|
|
|
||||
AFFO attributable to common stockholders and Unitholders |
$ |
9,590 |
|
|
$ |
12,581 |
|
||
|
|
|
|
|
|||||
Common Stock dividends and distributions to Unitholders declared: |
|
|
|
||||||
|
Common Stock dividends |
$ |
9,460 |
|
|
$ |
8,973 |
|
|
|
Distributions to Unitholders (See note 2) |
|
87 |
|
|
|
34 |
|
|
|
Total |
|
$ |
9,547 |
|
|
$ |
9,007 |
|
|
|
|
|
|
|
||||
Common Stock dividends and Unitholder distributions per share |
$ |
0.1750 |
|
|
$ |
0.175 |
|
||
|
|
|
|
|
|
||||
FFO per weighted average basic share of Common Stock and Unit outstanding |
$ |
0.19 |
|
|
$ |
(0.20 |
) |
||
Core FFO per weighted average basic share of Common Stock and Unit outstanding |
$ |
0.24 |
|
|
$ |
0.31 |
|
||
AFFO per weighted average basic share of Common Stock and Unit outstanding |
$ |
0.18 |
|
|
$ |
0.25 |
|
||
|
|
|
|
||||||
Weighted average shares of Common Stock and Units outstanding: |
|
|
|
||||||
|
Basic: |
|
|
|
|
||||
|
Common Stock |
|
52,948 |
|
|
|
49,912 |
|
|
|
Class A Units |
|
493 |
|
|
|
731 |
|
|
|
Common Stock and Class A Units |
|
53,441 |
|
|
|
50,643 |
|
|
|
|
|
|
|
|
||||
|
Diluted Common Stock and Class A Units (See note 17) |
|
54,205 |
|
|
|
50,708 |
|
|
|
|
|
|
|
|
||||
Actual shares of Common Stock outstanding, including 664 and 548 unvested shares |
|
|
|
||||||
of restricted Common Stock at |
|
53,639 |
|
|
|
50,542 |
|
||
Actual Class A Units outstanding at |
|
468 |
|
|
|
649 |
|
||
|
Total |
|
|
54,107 |
|
|
|
51,191 |
|
|
|
|
|
|
|
See Notes to Reconciliation of FFO, Core FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders.
Reconciliation of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO |
|||||||||
to Net (Loss) Income Attributable to Common Stockholders |
|||||||||
|
|
|
Years ended |
||||||
(In thousands, except per-share figures) |
2021 |
|
2020 |
||||||
|
|
|
|
|
|
||||
Net loss attributable to common stockholders (See note 1) |
$ |
(133,486 |
) |
|
$ |
(338,901 |
) |
||
|
|
|
|
|
|
||||
Add: |
Depreciation of real estate assets |
|
138,477 |
|
|
|
161,500 |
|
|
|
Amortization of acquired intangible assets and deferred leasing costs |
|
29,725 |
|
|
|
37,675 |
|
|
|
Net (income) loss attributable to Class A Unitholders (See note 2) |
|
184 |
|
|
|
(3,133 |
) |
|
|
Gain on sale of real estate |
|
(21,109 |
) |
|
|
(23,456 |
) |
|
FFO attributable to common stockholders and Unitholders |
|
13,791 |
|
|
|
(166,315 |
) |
||
|
Acquisition and pursuit costs |
|
21 |
|
|
|
383 |
|
|
|
Loan cost amortization on acquisition line of credit and loan coordination fees (See note 3) |
|
1,608 |
|
|
|
2,162 |
|
|
|
Payment of costs related to property refinancing |
|
506 |
|
|
|
7,372 |
|
|
|
Internalization costs (See note 4) |
|
970 |
|
|
|
180,116 |
|
|
|
Deemed dividends for redemptions of and non-cash dividends on preferred stock, plus |
|
|
|
|||||
|
expenses incurred on calls of preferred stock (See note 5) |
|
40,375 |
|
|
|
31,536 |
|
|
|
Expenses related to the COVID-19 global pandemic (See note 6) |
|
121 |
|
|
|
663 |
|
|
|
Earnest money forfeited by prospective asset purchaser |
|
— |
|
|
|
(2,750 |
) |
|
Core FFO attributable to common stockholders and Unitholders |
|
57,392 |
|
|
|
53,167 |
|
||
|
|
|
|
|
|||||
Add: |
Non-cash equity compensation to directors and executives |
|
3,289 |
|
|
|
1,644 |
|
|
|
Amortization of loan closing costs (See note 7) |
|
4,965 |
|
|
|
4,886 |
|
|
|
Depreciation/amortization of non-real estate assets |
|
1,792 |
|
|
|
2,334 |
|
|
|
Net loan origination fees received (See note 8) |
|
2,381 |
|
|
|
898 |
|
|
|
Deferred interest income received (See note 9) |
|
14,059 |
|
|
|
12,504 |
|
|
|
Amortization of lease inducements (See note 10) |
|
1,796 |
|
|
|
1,782 |
|
|
|
Earnest money forfeited by prospective asset purchaser |
|
— |
|
|
|
2,750 |
|
|
|
Cash received in excess of (exceeded by) amortization of purchase option termination revenues (See note 11) |
|
2,777 |
|
|
|
464 |
|
|
Less: |
Non-cash loan interest income (See note 12) |
|
(10,389 |
) |
|
|
(12,638 |
) |
|
|
Non-cash (income) expense for current expected credit losses (See note 13) |
|
(770 |
) |
|
|
3,802 |
|
|
|
Cash paid for loan closing costs |
|
(2,041 |
) |
|
|
(122 |
) |
|
|
Amortization of acquired real estate intangible liabilities and straight-line rent adjustments (See note 14) |
|
(10,659 |
) |
|
|
(18,017 |
) |
|
|
Amortization of deferred revenues (See note 15) |
|
(3,762 |
) |
|
|
(3,762 |
) |
|
|
Normally recurring capital expenditures (See note 16) |
|
(12,501 |
) |
|
|
(8,428 |
) |
|
|
|
|
|
|
|
||||
AFFO attributable to common stockholders and Unitholders |
$ |
48,329 |
|
|
$ |
41,264 |
|
||
Common Stock dividends and distributions to Unitholders declared: |
|
|
|
||||||
|
Common Stock dividends |
|
37,143 |
|
|
|
38,868 |
|
|
|
Distributions to Unitholders (See note 2) |
|
357 |
|
|
|
593 |
|
|
|
Total |
|
|
37,500 |
|
|
|
39,461 |
|
|
|
|
|
|
|
||||
Common Stock dividends and Unitholder distributions per share |
$ |
0.70 |
|
|
$ |
0.7875 |
|
||
|
|
|
|
|
|
||||
FFO per weighted average basic share of Common Stock and Unit outstanding |
$ |
0.27 |
|
|
$ |
(3.36 |
) |
||
Core FFO per weighted average basic share of Common Stock and Unit outstanding |
$ |
1.10 |
|
|
$ |
1.07 |
|
||
AFFO per weighted average basic share of Common Stock and Unit outstanding |
$ |
0.93 |
|
|
$ |
0.83 |
|
||
Weighted average shares of Common Stock and Units outstanding: |
|
|
|
||||||
|
Basic: |
|
|
|
|
||||
|
Common Stock |
|
51,499 |
|
|
|
48,743 |
|
|
|
Class A Units |
|
|
533 |
|
|
|
765 |
|
|
Common Stock and Class A Units |
|
52,032 |
|
|
|
49,508 |
|
|
|
|
|
|
|
|
||||
|
Diluted Common Stock and Class A Units (See note 17) |
|
52,532 |
|
|
|
49,549 |
|
|
|
|
|
|
|
|
||||
Actual shares of Common Stock outstanding, including 664 and 548 unvested shares |
|
|
|
||||||
of restricted Common Stock at |
|
53,639 |
|
|
|
50,542 |
|
||
Actual Class A Units outstanding at |
|
468 |
|
|
|
649 |
|
||
|
Total |
|
|
54,107 |
|
|
|
51,191 |
|
See Notes to Reconciliation of FFO, Core FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders. |
Notes to Reconciliations of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO to Net Loss Attributable to Common Stockholders |
|
1) |
Rental and other property revenues and property operating expenses for the three months and year ended |
|
|
2) |
Non-controlling interests in our |
|
|
3) |
We paid loan coordination fees to |
|
|
4) |
This adjustment reflects the add-back of (i) consideration paid to the owners of the |
|
|
5) |
This additive adjustment removes the effect of deemed dividends that arise from cash calls and redemptions of preferred stock. For preferred stock shares that are called by the Company or redeemed by the holder, the Company records a deemed dividend for the difference between the redemption of the share at its face value, net of any redemption discount, as compared to the carrying value of the share on the Company’s consolidated balance sheets. Also included in this adjustment is the adding back of expenses incurred related to effecting calls of preferred stock. |
|
|
6) |
This additive adjustment to FFO consists of non-recurring costs for signage, cleaning and supplies necessary to create and maintain work environments necessary to adhere to |
|
|
7) |
We incur loan closing costs on our existing mortgage loans, which are secured on a property-by-property basis by each of our acquired real estate assets, and also for occasional amendments to our syndicated revolving line of credit with |
|
|
8) |
We receive loan origination fees in conjunction with the origination of certain real estate loan investments. The total fees received are additive adjustments to Core FFO in our calculation of AFFO. |
|
|
9) |
Over the lives of certain loans, we accrue additional interest amounts that become due to us at the time of repayment of the loan or refinancing of the property, or when the property is sold. Once received from the borrower, the amount of additional accrued interest becomes an additive adjustment to Core FFO in our calculation of AFFO. |
|
|
10) |
This adjustment removes the non-cash amortization of costs incurred to induce tenants to lease space in our office buildings and grocery-anchored shopping centers. |
|
|
11) |
Occasionally we receive fees in exchange for the termination of our purchase options related to certain multifamily communities. These fees are recorded as revenue over the period beginning on the date of termination until the earlier of (i) the maturity of the real estate loan investment and (ii) the sale of the property. The receipt of the cash termination fees are an additive adjustment in our calculation of AFFO and the removal of non-cash revenue from the recognition of the termination fees are a reduction to Core FFO in our calculation of AFFO; both of these adjustments are presented in a single net number within this line. For periods in which recognized termination fee revenues exceeded the amount of cash received, a negative adjustment is shown to Core FFO in our calculation of AFFO; for periods in which cash received exceeded the amount of recognized termination fee revenues, an additive adjustment is shown to Core FFO in our calculation of AFFO. |
|
|
12) |
Loan origination fees (described in note 8 above) are recognized as revenue over the lives of the applicable loans as adjustments of yield using the effective interest method. Similarly, the accrual of additional interest amounts (described in note 9 above) are recognized beginning from loan inception through the repayment of the loan or the refinancing or sale of the underlying property. This adjustment removes the effect of both these types of non-cash loan interest income from Core FFO in our calculation of AFFO. |
13) |
Effective |
14) |
This adjustment reflects straight-line rent adjustments and the reversal of the non-cash amortization of below-market and above-market lease intangibles, which were recognized in conjunction with our acquisitions and which are amortized over the estimated average remaining lease terms from the acquisition date for multifamily communities and over the remaining lease terms for grocery-anchored shopping center assets and office buildings. At |
15) |
This adjustment removes the non-cash amortization of deferred revenue recorded by us in conjunction with Company-owned lessee-funded tenant improvements in our office buildings. |
16) |
We deduct from Core FFO normally recurring capital expenditures that are necessary to maintain our assets’ revenue streams in the calculation of AFFO. This adjustment also deducts from Core FFO capitalized amounts for third party costs during the period to originate or renew leases in our grocery-anchored shopping centers and office buildings. This adjustment includes approximately |
17) |
Since our AFFO results are positive for the periods reflected, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class |
See Definitions of Non-GAAP Measures. |
|
||||||||
Condensed Consolidated Balance Sheets |
||||||||
(Unaudited) |
||||||||
(In thousands, except per-share par values) |
|
|
|
|
||||
Assets |
|
|
|
|
||||
Real estate |
|
|
|
|||||
Land |
|
$ |
551,378 |
|
|
$ |
605,282 |
|
Building and improvements |
|
2,671,535 |
|
|
|
3,034,727 |
|
|
Tenant improvements |
|
119,331 |
|
|
|
184,288 |
|
|
Furniture, fixtures, and equipment |
|
359,743 |
|
|
|
306,725 |
|
|
Construction in progress |
|
5,151 |
|
|
|
12,269 |
|
|
Gross real estate |
|
3,707,138 |
|
|
|
4,143,291 |
|
|
Less: accumulated depreciation |
|
(578,496 |
) |
|
|
(509,547 |
) |
|
Net real estate |
|
3,128,642 |
|
|
|
3,633,744 |
|
|
Real estate loan investments, net |
|
196,420 |
|
|
|
279,895 |
|
|
Total real estate and real estate loan investments, net |
|
3,325,062 |
|
|
|
3,913,639 |
|
|
|
|
|
|
|
||||
Cash and cash equivalents |
|
30,205 |
|
|
|
28,657 |
|
|
Restricted cash |
|
32,675 |
|
|
|
47,059 |
|
|
Note receivable and revolving line of credit (including |
|
9,011 |
|
|
|
10,874 |
|
|
Accrued interest receivable on real estate loans |
|
17,038 |
|
|
|
22,528 |
|
|
Acquired intangible assets, net of amortization |
|
59,622 |
|
|
|
127,138 |
|
|
Tenant lease inducements, net |
|
16,420 |
|
|
|
18,206 |
|
|
Investment in unconsolidated joint venture |
|
|
5,992 |
|
|
|
6,657 |
|
Tenant receivables and other assets |
|
67,343 |
|
|
|
106,321 |
|
|
|
|
|
|
|
||||
Total assets |
$ |
3,563,368 |
|
|
$ |
4,281,079 |
|
|
|
|
|
|
|
||||
Liabilities and equity |
|
|
|
|||||
Liabilities |
|
|
|
|||||
Mortgage notes payable, net of deferred loan costs and mark-to-market adjustment |
$ |
2,343,364 |
|
|
$ |
2,594,464 |
|
|
Revolving line of credit |
|
— |
|
|
|
22,000 |
|
|
Deferred revenues |
|
35,523 |
|
|
|
36,733 |
|
|
Accounts payable and accrued expenses |
|
36,517 |
|
|
|
41,912 |
|
|
Deferred liability to Former Manager |
|
24,037 |
|
|
|
23,335 |
|
|
Contingent liability due to Former Manager |
|
14,631 |
|
|
|
14,814 |
|
|
Accrued interest payable |
|
7,086 |
|
|
|
7,877 |
|
|
Dividends and partnership distributions payable |
|
19,912 |
|
|
|
20,137 |
|
|
Acquired below market lease intangibles, net of amortization |
|
34,585 |
|
|
|
51,934 |
|
|
Prepaid rent, security deposits and other liabilities |
|
25,679 |
|
|
|
29,425 |
|
|
Total liabilities |
|
2,541,334 |
|
|
|
2,842,631 |
|
|
|
|
|
|
|
||||
Commitments and contingencies |
|
|
|
|||||
Equity |
|
|
|
|
||||
Stockholders' equity |
|
|
|
|
||||
Series A Redeemable Preferred Stock, |
|
|
|
|||||
issued; 1,321 and 1,735 shares outstanding at |
|
13 |
|
|
|
17 |
|
|
Series A1 Redeemable Preferred Stock, |
|
|
|
|||||
shares issued; 246 and 149 shares outstanding at |
|
2 |
|
|
|
1 |
|
|
Series M Redeemable Preferred Stock, |
|
|
|
|||||
84 and 89 shares outstanding at |
|
1 |
|
|
|
1 |
|
|
Series M1 Redeemable Preferred Stock, |
|
|
|
|||||
issued; 41 and 19 shares outstanding at |
|
— |
|
|
|
— |
|
|
Common Stock, |
|
|
|
|||||
outstanding at |
|
530 |
|
|
|
500 |
|
|
Additional paid-in capital |
|
|
1,195,775 |
|
|
|
1,631,646 |
|
Accumulated (deficit) earnings |
|
|
(172,000 |
) |
|
|
(192,446 |
) |
Total stockholders' equity |
|
|
1,024,321 |
|
|
|
1,439,719 |
|
Non-controlling interest |
|
|
(2,287 |
) |
|
|
(1,271 |
) |
Total equity |
|
|
1,022,034 |
|
|
|
1,438,448 |
|
|
|
|
|
|
||||
Total liabilities and equity |
|
$ |
3,563,368 |
|
|
$ |
4,281,079 |
|
|
||||||||
Consolidated Statements of Cash Flows |
||||||||
(Unaudited) |
||||||||
|
||||||||
|
|
Years ended |
||||||
(In thousands) |
|
2021 |
|
2020 |
||||
Operating activities: |
|
|
|
|
||||
Net income (loss) |
|
$ |
20,532 |
|
|
$ |
(181,603 |
) |
Reconciliation of net income (loss) to net cash provided by operating activities: |
|
|
|
|||||
Depreciation and amortization expense |
|
169,193 |
|
|
|
201,677 |
|
|
Amortization of above and below market leases |
|
(5,706 |
) |
|
|
(8,021 |
) |
|
Amortization of deferred and other non-cash revenues |
|
(5,660 |
) |
|
|
(5,059 |
) |
|
Amortization of purchase option termination fees |
|
(9,712 |
) |
|
|
(6,536 |
) |
|
Amortization of equity compensation, lease incentives and other non-cash expenses |
|
5,914 |
|
|
|
4,267 |
|
|
Deferred loan cost amortization |
|
6,461 |
|
|
|
6,855 |
|
|
Non-cash accrued interest income on real estate loan investments |
|
(9,769 |
) |
|
|
(12,372 |
) |
|
Receipt of accrued interest income on real estate loan investments |
|
15,258 |
|
|
|
14,391 |
|
|
Gains on sales of real estate, net |
|
(21,109 |
) |
|
|
(23,456 |
) |
|
Gains on sales of land and other, net |
|
12 |
|
|
|
(517 |
) |
|
Loss from unconsolidated joint venture |
|
665 |
|
|
|
314 |
|
|
Cash received for purchase option terminations |
|
12,489 |
|
|
|
7,000 |
|
|
Loss on extinguishment of debt |
|
|
— |
|
|
|
6,674 |
|
Noncash settlement of related party line of credit from Internalization |
|
— |
|
|
|
20,864 |
|
|
Increase in allowance for expected credit losses |
|
672 |
|
|
|
6,103 |
|
|
Changes in operating assets and liabilities: |
|
|
|
|||||
(Increase) in tenant receivables and other assets |
|
(5,432 |
) |
|
|
(24,819 |
) |
|
Increase in accounts payable and accrued expenses |
|
3,208 |
|
|
|
7,084 |
|
|
Increase in deferred liability to Former Manager |
|
— |
|
|
|
22,851 |
|
|
Increase in contingent liability |
|
— |
|
|
|
15,000 |
|
|
Increase (decrease) in accrued interest, prepaid rents and other liabilities |
|
5,026 |
|
|
|
(2,805 |
) |
|
|
|
|
|
|
||||
Net cash provided by operating activities |
|
182,042 |
|
|
|
47,892 |
|
|
|
|
|
|
|
||||
Investing activities: |
|
|
|
|
||||
Investments in real estate loans, net of origination fees |
|
(66,562 |
) |
|
|
(58,519 |
) |
|
Repayments of real estate loans and receipt of origination fees |
|
140,094 |
|
|
|
115,726 |
|
|
Notes receivable repaid, net |
|
|
1,863 |
|
|
|
15,249 |
|
Related party notes receivable and lines of credit (issued) repaid, net |
|
— |
|
|
|
(5,078 |
) |
|
Proceeds from sale of real estate loan investment, net of transaction costs |
|
12,706 |
|
|
|
3,898 |
|
|
Acquisition of properties |
|
|
(335,252 |
) |
|
|
(322,027 |
) |
Disposition of properties, net |
|
|
354,241 |
|
|
|
516,264 |
|
Investment in property development |
|
|
(2,742 |
) |
|
|
(50 |
) |
Capital improvements to real estate assets |
|
(30,313 |
) |
|
|
(52,809 |
) |
|
Proceeds from sale of interest in unconsolidated joint venture |
|
— |
|
|
|
19,221 |
|
|
Return of capital from investment in unconsolidated joint venture |
|
— |
|
|
|
12,250 |
|
|
|
|
|
|
|
||||
Net cash provided by investing activities |
|
74,035 |
|
|
|
244,125 |
|
|
|
|
|
|
|
||||
|
||||||||
Consolidated Statements of Cash Flows - continued |
||||||||
(Unaudited) |
||||||||
|
|
|
|
|
||||
|
|
Years ended |
||||||
(In thousands) |
|
2021 |
|
2020 |
||||
|
|
|
|
|
||||
Financing activities: |
|
|
|
|
||||
Proceeds from mortgage notes payable |
|
309,839 |
|
|
|
469,184 |
|
|
Repayments of mortgage notes payable |
|
(113,083 |
) |
|
|
(438,308 |
) |
|
Payments for deposits and other mortgage loan costs |
|
(5,859 |
) |
|
|
(12,140 |
) |
|
Payments for mortgage prepayment costs |
|
|
— |
|
|
|
(5,733 |
) |
Proceeds from Revolving Line of Credit |
|
|
293,000 |
|
|
|
442,000 |
|
Payments on Revolving Line of Credit |
|
|
(315,000 |
) |
|
|
(420,000 |
) |
Repayment of Term Loan |
|
— |
|
|
|
(70,000 |
) |
|
Proceeds from sales of Preferred Stock, net of offering costs |
|
110,991 |
|
|
|
206,381 |
|
|
Proceeds from sales of common stock |
|
28,154 |
|
|
|
4,546 |
|
|
Payments for redemptions and calls of preferred stock |
|
|
(379,997 |
) |
|
|
(314,154 |
) |
Common Stock dividends paid |
|
|
(36,282 |
) |
|
|
(42,100 |
) |
Preferred stock dividends and Class A Unit distributions paid |
|
(154,904 |
) |
|
|
(161,746 |
) |
|
Payments for deferred offering costs |
|
|
(3,557 |
) |
|
|
(11,509 |
) |
Distributions to non-controlling interests |
|
|
(2,215 |
) |
|
|
(161 |
) |
Contributions from non-controlling interests |
|
|
— |
|
|
|
186 |
|
|
|
|
|
|
||||
Net cash (used in) financing activities |
|
(268,913 |
) |
|
|
(353,554 |
) |
|
|
|
|
|
|||||
Net (decrease) in cash, cash equivalents and restricted cash |
|
(12,836 |
) |
|
|
(61,537 |
) |
|
Cash, cash equivalents and restricted cash, beginning of year |
|
75,716 |
|
|
|
137,253 |
|
|
Cash, cash equivalents and restricted cash, end of period |
$ |
62,880 |
|
|
$ |
75,716 |
|
Real Estate Loan Investments
The following tables present details pertaining to our portfolio of fixed rate, interest-only real estate loan investments.
Project/Property |
|
Location |
|
Maturity
|
|
Optional
|
|
Total loan
|
|
Carrying amount (1) as of |
|
Current / deferred interest % per annum |
|||||||
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Multifamily communities: |
|
|
|
|
|
(in thousands) |
|
|
|||||||||||
The Platform |
|
|
|
|
|
(2) |
|
$ |
137,616 |
|
$ |
136,061 |
|
|
$ |
126,237 |
|
|
(2) |
Vintage Horizon West |
|
|
|
|
|
|
|
|
10,900 |
|
|
9,828 |
|
|
|
9,019 |
|
|
8.5 / 5.5 |
Vintage |
|
|
|
|
|
|
|
|
10,000 |
|
|
8,989 |
|
|
|
7,904 |
|
|
8.5 / 5.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Center |
|
|
|
|
|
|
|
|
20,681 |
|
|
18,153 |
|
|
|
5,584 |
|
|
8.5 / 5.5 |
Hudson at Metro West |
|
|
|
|
|
|
|
|
16,791 |
|
|
13,873 |
|
|
|
— |
|
|
8.5 / 4.5 |
|
|
|
|
|
|
|
|
|
23,150 |
|
|
5,551 |
|
|
|
— |
|
|
8.5 / 4.5 |
Populus at |
|
|
|
|
|
|
|
|
15,907 |
|
|
2,104 |
|
|
|
— |
|
|
8.5 / 4.25 |
Populus at |
|
|
|
|
|
|
|
|
1,169 |
|
|
946 |
|
|
|
— |
|
|
8.5 / 4.25 |
Menlo II |
|
|
|
|
|
|
|
|
16,610 |
|
|
4,500 |
|
|
|
— |
|
|
8.5 / 3.5 |
|
|
|
|
|
|
|
|
|
9,133 |
|
|
— |
|
|
|
— |
|
|
8.5 / 4.5 |
Nexton |
|
|
|
|
|
N/A |
|
|
6,265 |
|
|
6,265 |
|
|
|
— |
|
|
(3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Repaid multifamily communities: |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Newbergh |
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
11,749 |
|
|
(4) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
6,176 |
|
|
(4) |
Vintage |
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
9,736 |
|
|
(4) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
13,025 |
|
|
(4) |
The |
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
6,240 |
|
|
(5) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
4,839 |
|
|
(5) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
11,671 |
|
|
(5) |
Southpoint |
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
7,348 |
|
|
(5) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
4,626 |
|
|
(5) |
|
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
20,874 |
|
|
(4) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
8,850 |
|
|
(4) |
V & Three |
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
10,335 |
|
|
(4) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
7,162 |
|
|
(4) |
Hidden River II |
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
4,462 |
|
|
(4) |
|
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
2,461 |
|
|
(4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Office property: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
8West |
|
|
|
N/A |
|
N/A |
|
|
N/A |
|
|
— |
|
|
|
11,858 |
|
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
$ |
268,222 |
|
|
206,270 |
|
|
|
290,156 |
|
|
|
Unamortized loan origination fees |
|
|
|
|
|
|
|
|
(1,755 |
) |
|
|
(1,194 |
) |
|
|
|||
Allowances for expected credit losses and doubtful accounts |
|
|
|
|
|
|
(8,095 |
) |
|
|
(9,067 |
) |
|
|
|||||
Carrying amount |
|
|
|
|
|
|
|
|
|
$ |
196,420 |
|
|
$ |
279,895 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
(1) Carrying amounts presented per loan are amounts drawn. |
|||||||||||||||||||
(2) Effective |
|||||||||||||||||||
(3) Loan accrues interest at |
|||||||||||||||||||
(4) The loan was repaid in full satisfaction of the principal amount and all interest due. |
|||||||||||||||||||
(5) All principal and interest due on the loan was received as a credit against the purchase price in conjunction with our acquisition of the underlying property. |
|||||||||||||||||||
(6) This loan was sold at par plus accrued interest to Highwoods Properties, an unrelated party, on |
We hold options or rights of first offer, but not obligations, to purchase some of the properties which are partially financed by our real estate loan investments. Option purchase prices are generally the market value of the property, as negotiated and agreed upon by the purchasing and selling parties and are derived utilizing market cap rates. As of
|
|
|
Total units upon |
|
Purchase option window |
|
||
Project/Property |
Location |
|
completion (1) |
|
Begin |
|
End |
|
|
|
|
|
|
|
|
|
|
Multifamily communities |
|
|
|
|
|
|
|
|
Hudson at Metro West |
|
|
320 |
|
S + 90 days (2) |
|
S + 150 days (2) |
|
Vintage Horizon West |
|
|
340 |
|
(3) |
|
(3) |
|
Vintage |
|
|
277 |
|
(3) |
|
(3) |
|
|
|
|
320 |
|
(4) |
|
(4) |
|
|
|
|
352 |
|
(5) |
|
(5) |
|
Populus at |
|
|
316 |
|
(6) |
|
(6) |
|
Menlo II |
|
|
337 |
|
(7) |
|
(7) |
|
|
|
|
246 |
|
S + 90 days (8) |
|
S + 150 days (8) |
|
One Nexton |
|
|
351 |
|
(9) |
|
(9) |
|
|
|
|
|
|
|
|
|
|
|
|
|
2,859 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio. |
|
|||||||
(2) The option period window begins and ends at the number of days indicated beyond the achievement of a |
|
|||||||
(3) The option period window begins on the later of one year following receipt of final certificate of occupancy or 90 days beyond the achievement of a |
|
|||||||
(4) We hold a right of first offer on the property. |
|
|||||||
(5) The option period window begins upon the property's achievement of an |
|
|||||||
(6) The option period window begins upon the property's achievement of an |
|
|||||||
(7) The option period window begins either by notice from the seller upon the property's achievement of an |
|
|||||||
(8) The option period window begins and ends at the number of days indicated beyond the achievement of an |
|
|||||||
(9) The underlying loan is a land acquisition bridge loan that is anticipated to be converted to a real estate loan investment in the future with a purchase option or right of first offer. |
|
Mortgage Indebtedness
As of
(in thousands) |
|
Total |
|
|
|
|
|
Maturity dates occurring in: |
|
|
|
|
|
|
|
2022 |
|
$ |
116,739 |
2023 |
|
|
81,850 |
2024 |
|
|
300,323 |
2025 |
|
|
56,875 |
2026 |
|
|
337,740 |
2027 |
|
|
318,035 |
2028 |
|
|
250,127 |
2029 |
|
|
243,970 |
2030 |
|
|
354,912 |
2031 |
|
|
94,460 |
Thereafter |
|
|
227,621 |
|
|
|
|
Totals |
|
$ |
2,382,652 |
Multifamily Communities
As of
|
|
|
|
|
|
|
|
Three months ended
|
||||
Property |
|
Location |
|
Number of units |
|
Average unit size (sq. ft.) |
|
Average physical occupancy |
|
Average rent per unit |
||
|
|
|
|
|
|
|
|
|
|
|
||
Same-Store Communities: |
|
|
|
|
|
|
|
|
|
|
||
Aldridge at |
|
|
|
300 |
|
969 |
|
96.7 |
% |
|
$ |
1,582 |
|
|
|
|
310 |
|
985 |
|
97.7 |
% |
|
$ |
1,621 |
|
|
|
|
294 |
|
1,018 |
|
96.9 |
% |
|
$ |
1,681 |
Summit Crossing I |
|
|
|
345 |
|
1,034 |
|
97.5 |
% |
|
$ |
1,393 |
Summit Crossing II |
|
|
|
140 |
|
1,100 |
|
95.7 |
% |
|
$ |
1,523 |
The Reserve at |
|
|
|
172 |
|
1,002 |
|
98.3 |
% |
|
$ |
1,487 |
Avenues at Cypress |
|
|
|
240 |
|
1,170 |
|
96.9 |
% |
|
$ |
1,559 |
Avenues at Northpointe |
|
|
|
280 |
|
1,167 |
|
95.1 |
% |
|
$ |
1,503 |
|
|
|
|
246 |
|
852 |
|
94.7 |
% |
|
$ |
1,220 |
Aster at |
|
|
|
308 |
|
1,071 |
|
97.8 |
% |
|
$ |
1,626 |
Sorrel |
|
|
|
290 |
|
1,048 |
|
95.6 |
% |
|
$ |
1,468 |
Lux at Sorrel |
|
|
|
265 |
|
1,025 |
|
96.5 |
% |
|
$ |
1,496 |
|
|
|
|
487 |
|
1,394 |
|
96.0 |
% |
|
$ |
1,636 |
|
|
|
|
346 |
|
984 |
|
95.8 |
% |
|
$ |
1,552 |
|
|
|
|
528 |
|
1,069 |
|
95.9 |
% |
|
$ |
1,824 |
Luxe at |
|
|
|
280 |
|
1,105 |
|
96.3 |
% |
|
$ |
1,706 |
Venue at |
|
|
|
237 |
|
1,001 |
|
96.1 |
% |
|
$ |
1,751 |
Crosstown Walk |
|
|
|
342 |
|
1,070 |
|
94.8 |
% |
|
$ |
1,525 |
Overlook at Crosstown Walk |
|
|
|
180 |
|
986 |
|
94.6 |
% |
|
$ |
1,600 |
|
|
|
|
296 |
|
980 |
|
96.3 |
% |
|
$ |
1,517 |
Five Oaks at Westchase |
|
|
|
218 |
|
983 |
|
97.4 |
% |
|
$ |
1,688 |
Lodge at Hidden River |
|
|
|
300 |
|
980 |
|
95.8 |
% |
|
$ |
1,575 |
|
|
|
|
273 |
|
906 |
|
96.1 |
% |
|
$ |
1,400 |
Regent at |
|
|
|
18 |
|
1,072 |
|
98.1 |
% |
|
$ |
1,452 |
Retreat at |
|
|
|
183 |
|
773 |
|
97.3 |
% |
|
$ |
1,333 |
CityPark View |
|
|
|
284 |
|
948 |
|
95.4 |
% |
|
$ |
1,242 |
CityPark View South |
|
|
|
200 |
|
1,005 |
|
97.0 |
% |
|
$ |
1,364 |
Colony at Centerpointe |
|
|
|
255 |
|
1,149 |
|
96.9 |
% |
|
$ |
1,546 |
|
|
|
|
247 |
|
1,070 |
|
94.3 |
% |
|
$ |
1,600 |
Retreat at Greystone |
|
|
|
312 |
|
1,100 |
|
95.5 |
% |
|
$ |
1,528 |
Vestavia Reserve |
|
|
|
272 |
|
1,113 |
|
97.7 |
% |
|
$ |
1,665 |
|
|
|
|
260 |
|
1,116 |
|
94.9 |
% |
|
$ |
1,413 |
|
|
|
|
242 |
|
1,204 |
|
97.1 |
% |
|
$ |
1,416 |
City Vista |
|
|
|
272 |
|
1,023 |
|
95.7 |
% |
|
$ |
1,535 |
|
|
|
|
|
|
|
|
|
|
|
||
Total/Average Same-Store Communities |
|
|
|
9,222 |
|
|
|
96.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Stabilized Communities: |
|
|
|
|
|
|
|
|
|
|
||
Artisan at |
|
|
|
259 |
|
1,070 |
|
97.0 |
% |
|
$ |
1,784 |
The |
|
|
|
332 |
|
966 |
|
94.5 |
% |
|
$ |
1,633 |
The Blake |
|
|
|
281 |
|
908 |
|
96.0 |
% |
|
$ |
1,556 |
|
|
|
|
288 |
|
1,041 |
|
98.8 |
% |
|
$ |
1,526 |
Horizon at Wiregrass |
|
|
|
392 |
|
973 |
|
96.4 |
% |
|
$ |
1,685 |
The Ellison |
|
|
|
250 |
|
1,064 |
|
99.3 |
% |
|
$ |
1,637 |
Alleia at Presidio |
|
|
|
231 |
|
1,022 |
|
95.4 |
% |
|
$ |
1,628 |
The |
|
|
|
301 |
|
989 |
|
96.7 |
% |
|
$ |
1,577 |
|
|
|
|
|
|
|
|
|
|
|
||
Total/Average Stabilized Communities |
|
|
|
2,334 |
|
|
|
96.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
The Kingson |
|
|
|
240 |
|
993 |
|
— |
|
|
$ |
1,702 |
|
|
|
|
256 |
|
995 |
|
— |
|
|
$ |
1,628 |
Total Multifamily Community Units |
|
|
|
12,052 |
|
|
|
|
|
|
For the three-month period ended
For the three-month period ended
For the three-month period ended
Capital Expenditures
We regularly incur capital expenditures related to our owned multifamily communities. Capital expenditures may be nonrecurring and discretionary, as part of a strategic plan intended to increase a property’s value and corresponding revenue-generating ability, or may be normally recurring and necessary to maintain the income streams and present value of a property. Certain capital expenditures may be budgeted and reserved for upon acquiring a property as initial expenditures necessary to bring a property up to our standards or to add features or amenities that we believe make the property a compelling value to prospective residents in its individual market. These budgeted nonrecurring capital expenditures in connection with an acquisition are funded from the capital source(s) for the acquisition and are not dependent upon subsequent property operating cash flows for funding.
For the three-month period ended
|
|
|
Capital Expenditures - Multifamily Communities |
||||||||||||||||
|
|
|
Recurring |
|
Non-recurring |
|
Total |
||||||||||||
(in thousands, except per-unit figures) |
Amount |
|
Per Unit |
|
Amount |
|
Per Unit |
|
Amount |
|
Per Unit |
||||||||
Appliances |
$ |
203 |
|
$ |
16.72 |
|
$ |
— |
|
$ |
— |
|
$ |
203 |
|
$ |
16.72 |
||
Carpets |
|
|
|
498 |
|
|
40.72 |
|
|
— |
|
|
— |
|
|
498 |
|
|
40.72 |
Wood / vinyl flooring |
|
42 |
|
|
3.18 |
|
|
148 |
|
|
12.27 |
|
|
190 |
|
|
15.45 |
||
Mini blinds and ceiling fans |
|
35 |
|
|
2.79 |
|
|
— |
|
|
— |
|
|
35 |
|
|
2.79 |
||
Fire safety |
|
|
— |
|
|
— |
|
|
80 |
|
|
6.02 |
|
|
80 |
|
|
6.02 |
|
HVAC |
|
|
153 |
|
|
12.23 |
|
|
— |
|
|
— |
|
|
153 |
|
|
12.23 |
|
Computers, equipment, misc. |
|
4 |
|
|
0.32 |
|
|
37 |
|
|
2.97 |
|
|
41 |
|
|
3.29 |
||
Elevators |
|
— |
|
|
— |
|
|
4 |
|
|
0.27 |
|
|
4 |
|
|
0.27 |
||
Exterior painting and lighting |
|
— |
|
|
— |
|
|
444 |
|
|
35.11 |
|
|
444 |
|
|
35.11 |
||
Leasing office and other common amenities |
|
40 |
|
|
3.32 |
|
|
303 |
|
|
25.23 |
|
|
343 |
|
|
28.55 |
||
Major structural projects |
|
— |
|
|
— |
|
|
68 |
|
|
3.61 |
|
|
68 |
|
|
3.61 |
||
Cabinets, countertops and unit upgrades |
|
— |
|
|
— |
|
|
320 |
|
|
25.30 |
|
|
320 |
|
|
25.30 |
||
Landscaping and fencing |
|
— |
|
|
— |
|
|
267 |
|
|
22.26 |
|
|
267 |
|
|
22.26 |
||
Parking lots and sidewalks |
|
|
2 |
|
|
— |
|
|
17 |
|
|
1.22 |
|
|
19 |
|
|
1.22 |
|
Signage and sanitation |
|
— |
|
|
— |
|
|
54 |
|
|
4.60 |
|
|
54 |
|
|
4.60 |
||
Totals |
|
|
$ |
977 |
|
$ |
79.28 |
|
$ |
1,742 |
|
$ |
138.86 |
|
$ |
2,719 |
|
$ |
218.14 |
Grocery-Anchored Shopping Center Portfolio
As of
Property name |
Location |
|
Year built |
|
GLA (1) |
|
Percent leased |
|
Grocery anchor tenant |
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
80,018 |
|
100.0 % |
|
|
|
|
|
1958 |
|
102,864 |
|
100.0 % |
|
Kroger |
|
|
|
2004 |
|
68,658 |
|
100.0 % |
|
|
|
|
|
1990 |
|
301,711 |
|
95.9 % |
|
Sprouts |
|
|
|
1999 |
|
77,853 |
|
98.2 % |
|
|
|
|
|
2005 |
|
102,432 |
|
91.4 % |
|
Kroger |
|
|
|
2007 |
|
74,370 |
|
97.8 % |
|
|
|
|
|
2008 |
|
119,493 |
|
97.7 % |
|
Kroger |
Sandy Plains Exchange |
|
|
1997 |
|
72,784 |
|
100.0 % |
|
|
|
|
|
2004 |
|
111,970 |
|
89.2 % |
|
|
|
|
|
2001 |
|
92,587 |
|
96.2 % |
|
Kroger |
|
|
|
1993 |
|
74,978 |
|
94.5 % |
|
|
|
|
|
2002 |
|
85,639 |
|
97.7 % |
|
Kroger |
|
|
|
1994 |
|
66,122 |
|
98.5 % |
|
Kroger |
|
|
|
1995 |
|
75,716 |
|
93.7 % |
|
|
Fury's Ferry |
|
|
1996 |
|
70,458 |
|
100.0 % |
|
|
Parkway |
|
|
1999 |
|
53,088 |
|
97.7 % |
|
|
|
|
|
2005 |
|
70,203 |
|
100.0 % |
|
|
|
|
|
2005 |
|
66,693 |
|
100.0 % |
|
|
|
|
|
2005 |
|
65,587 |
|
100.0 % |
|
|
The Market at Salem Cove |
|
|
2010 |
|
62,356 |
|
97.8 % |
|
|
The Market at |
|
|
2007 |
|
71,300 |
|
100.0 % |
|
|
The Overlook at |
|
|
1992 |
|
213,095 |
|
99.5 % |
|
|
Shoppes of Parkland |
|
|
2000 |
|
145,720 |
|
100.0 % |
|
BJ's Wholesale Club |
Crossroads Market |
|
|
1993 |
|
126,895 |
|
100.0 % |
|
|
|
|
|
1985 |
|
137,580 |
|
95.7 % |
|
|
|
|
|
2003 |
|
99,441 |
|
86.8 % |
|
|
Deltona Landings |
|
|
1999 |
|
59,966 |
|
98.4 % |
|
|
University Palms |
|
|
1993 |
|
99,172 |
|
100.0 % |
|
|
|
|
|
1954 |
|
129,150 |
|
96.6 % |
|
|
|
|
|
1998 |
|
54,958 |
|
100.0 % |
|
|
|
|
|
1966 |
|
130,285 |
|
97.3 % |
|
|
Kingwood Glen |
|
|
1998 |
|
103,397 |
|
97.1 % |
|
Kroger |
|
|
|
1977 |
|
140,218 |
|
93.6 % |
|
Tom Thumb |
Midway Market |
|
|
2002 |
|
85,599 |
|
94.9 % |
|
Kroger |
|
|
|
1970 |
|
64,855 |
|
100.0 % |
|
H.E.B. |
|
|
|
1980 |
|
99,384 |
|
90.8 % |
|
Kroger |
|
|
|
2002 |
|
36,887 |
|
93.5 % |
|
|
Anderson Central |
Greenville |
|
1999 |
|
223,211 |
|
95.6 % |
|
Walmart |
|
Greenville |
|
1998 |
|
46,303 |
|
100.0 % |
|
|
|
|
|
1997 |
|
122,028 |
|
94.1 % |
|
|
West Town Market |
|
|
2004 |
|
67,883 |
|
100.0 % |
|
Harris Teeter |
|
|
|
2004 |
|
72,946 |
|
100.0 % |
|
Harris Teeter |
|
|
|
1996 |
|
122,781 |
|
88.6 % |
|
Harris Teeter |
|
|
|
2001 |
|
75,927 |
|
98.2 % |
|
Food Lion |
|
|
|
1988 |
|
75,092 |
|
96.8 % |
|
|
|
|
|
2005 |
|
158,807 |
|
86.5 % |
|
Harris Teeter |
|
|
|
1970 |
|
264,152 |
|
87.2 % |
|
Giant |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,922,612 |
|
95.9 % |
|
|
Redevelopment properties: |
|
|
|
|
|
|
|
|
|
|
|
|
1973 |
|
383,346 |
|
66.3 % |
|
Randalls |
Sweetgrass Corner |
|
|
1999 |
|
89,124 |
|
32.9 % |
|
— |
|
|
|
1966 |
|
117,705 |
|
80.6 % |
|
|
Hanover Center (3) |
|
|
1954 |
|
305,346 |
|
81.7 % |
|
Harris Teeter |
|
|
|
1983 |
|
160,816 |
(4) |
74.2 % |
|
Kroger |
|
|
|
1985 |
|
231,829 |
|
82.2 % |
|
Food Lion |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,288,166 |
|
72.8 % |
|
|
|
|
|
|
|
|
|
|
|
|
Grand total/weighted average |
|
|
|
|
6,210,778 |
|
91.1 % |
|
|
(1) |
Gross leasable area, or GLA, represents the total amount of property square footage that can be leased to tenants. |
(2) |
Investment in an unconsolidated joint venture that is not prorated for our ownership percentage. |
(3) |
Property is owned through a consolidated joint venture. |
(4) |
The GLA figure shown excludes the GLA of the Kroger store, which is owned by others. |
As of
Details regarding lease expirations (assuming no exercises of tenant renewal options) within our grocery-anchored shopping center portfolio as of
|
|
Totals |
||||
|
|
Number
|
|
Leased
|
|
Percent of
|
|
|
|
|
|
|
|
Month to month |
|
15 |
|
33,592 |
|
0.6 % |
2022 |
|
163 |
|
513,143 |
|
9.1 % |
2023 |
|
146 |
|
618,886 |
|
11.0 % |
2024 |
|
149 |
|
1,193,853 |
|
21.1 % |
2025 |
|
125 |
|
926,384 |
|
16.4 % |
2026 |
|
129 |
|
559,759 |
|
9.9 % |
2027 |
|
65 |
|
344,905 |
|
6.1 % |
2028 |
|
31 |
|
392,268 |
|
6.9 % |
2029 |
|
28 |
|
183,253 |
|
3.2 % |
2030 |
|
18 |
|
185,300 |
|
3.3 % |
2031 |
|
25 |
|
261,785 |
|
4.6 % |
2032 + |
|
29 |
|
433,661 |
|
7.8 % |
|
|
|
|
|
|
|
Total |
|
923 |
|
5,646,789 |
|
100.0 % |
Our grocery-anchored shopping center portfolio contained the following anchor tenants as of
Tenant |
|
GLA |
|
Percent of
|
|
|
1,179,030 |
|
19.0 % |
Kroger |
|
581,593 |
|
9.4 % |
Harris Teeter |
|
273,273 |
|
4.4 % |
Wal-Mart |
|
183,211 |
|
2.9 % |
BJ's Wholesale Club |
|
108,532 |
|
1.7 % |
Food Lion |
|
76,523 |
|
1.2 % |
Giant |
|
73,149 |
|
1.2 % |
Randall's |
|
61,604 |
|
1.0 % |
H.E.B |
|
54,844 |
|
0.9 % |
Tom Thumb |
|
43,600 |
|
0.7 % |
|
|
43,321 |
|
0.7 % |
Sprouts |
|
29,855 |
|
0.5 % |
|
|
23,622 |
|
0.4 % |
|
|
|
|
|
Total |
|
2,732,157 |
|
44.0 % |
|
|
|
|
|
Our Annual Report on Form 10-K for the period ended
Second-generation capital expenditures within our grocery-anchored shopping center portfolio by property for the fourth quarter 2021 totaled approximately
Office
As of
Property |
|
Location |
|
GLA |
|
Percent
|
Three Ravinia |
|
|
|
814,000 |
|
94 % |
Westridge at La Cantera |
|
|
|
258,000 |
|
100 % |
|
|
|
|
|
|
|
Total/Average |
|
|
|
1,072,000 |
|
95 % |
As of
|
|
|
Rentable square
|
|
Percent of
|
|
Annual Base
|
InterContinental Hotels Group |
467,000 |
|
44.6 % |
|
|
||
|
129,000 |
|
12.8 % |
|
3,276 |
||
Vericast |
129,000 |
|
11.8 % |
|
3,027 |
||
Hapag Lloyd |
127,000 |
|
17.4 % |
|
4,455 |
||
Lease Query |
53,000 |
|
3.7 % |
|
968 |
||
|
|
|
|
|
|
|
|
Total |
905,000 |
|
90.3 % |
|
|
||
|
|
|
|
|
|
|
|
We define Annual Base Rent as the current monthly base rent annualized under the respective leases.
As of
|
|
|
|
Percent of |
Year of lease expiration |
|
Rented square |
|
rented |
|
feet |
|
square feet |
|
2022 |
|
9,000 |
|
0.9 % |
2023 |
|
8,000 |
|
0.8 % |
2024 |
|
5,000 |
|
0.5 % |
2025 |
|
53,000 |
|
5.3 % |
2026 |
|
— |
|
— |
2027 |
|
329,000 |
|
32.7 % |
2028 |
|
— |
|
— |
2029 |
|
— |
|
— |
2030 |
|
— |
|
— |
2031 |
|
467,000 |
|
46.4 % |
2032 + |
|
135,000 |
|
13.4 % |
|
|
|
|
|
Total |
|
1,006,000 |
|
100.0 % |
The Company recognized second-generation capital expenditures within its office building portfolio of approximately
Definitions of Non-GAAP Measures
We disclose FFO, Core FFO, AFFO and NOI, each of which meet the definition of a “non-GAAP financial measure”, as set forth in Item 10(e) of Regulation S-K promulgated by the
Funds From Operations Attributable to Common Stockholders and Unitholders (“FFO”)
FFO is one of the most commonly utilized Non-GAAP measures currently in practice. In its 2002 “White Paper on Funds From Operations,” which was restated in 2018, the
The NAREIT definition of FFO (and the one reported by the Company) is:
Net income/loss, excluding:
- depreciation and amortization related to real estate;
- gains and losses from the sale of certain real estate assets;
- gains and losses from change in control; and
- impairment writedowns of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity.
Not all companies necessarily utilize the standardized NAREIT definition of FFO, so caution should be taken in comparing our reported FFO results to those of other companies. Our FFO results are comparable to the FFO results of other companies that follow the NAREIT definition of FFO and report these figures on that basis. FFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders.
Core Funds From Operations Attributable to Common Stockholders and Unitholders (“Core FFO”)
We make adjustments to FFO to remove costs incurred and revenues recorded that are singular in nature and outside our normal operations and portray our primary operational results. We calculate Core FFO as:
FFO, plus:
• acquisition and pursuit (dead deal) costs;
• loan cost amortization on acquisition line of credit and loan coordination fees;
• losses on debt extinguishments or refinancing costs;
• Internalization costs;
• expenses incurred on calls of preferred stock;
• deemed dividends for redemptions of and non-cash dividends on preferred stock; and
• expenses related to the COVID-19 global pandemic;
Less:
• earnest money forfeitures by prospective asset purchasers.
Core FFO figures reported by us may not be comparable to Core FFO figures reported by other companies. We utilize Core FFO as a supplemental measure of the operating performance of our portfolio of real estate assets. We believe Core FFO is useful to investors as a supplemental gauge of our operating performance and may be useful in comparing our operating performance with other real estate companies. Since our calculation of Core FFO removes costs incurred and revenues recorded that are often singular in nature and outside our normal operations, we believe it improves comparability to investors in assessing our core operating results across periods. Core FFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders.
Adjusted Funds From Operations Attributable to Common Stockholders and Unitholders (“AFFO”)
AFFO makes further adjustments to Core FFO results in order to arrive at a more refined measure of operating and financial performance. There is no industry standard definition of AFFO and practice is divergent across the industry. We calculate AFFO as:
Core FFO, plus:
• non-cash equity compensation to directors and executives;
• non-cash (income) expense for current expected credit losses;
• amortization of loan closing costs;
• depreciation and amortization of non-real estate assets;
• net loan origination fees received;
• deferred interest income received;
• amortization of lease inducements;
• cash received in excess of (exceeded by) amortization of purchase option termination revenues;
• non-cash dividends on Series M1 Preferred Stock and mShares; and
• earnest money forfeiture from prospective asset purchaser;
Less:
• non-cash loan interest income;
• cash paid for loan closing costs;
• amortization of straight-line rent adjustments and acquired real estate intangible assets and/or liabilities;
• amortization of deferred revenues; and
• normally-recurring capital expenditures and capitalized second generation leasing costs.
AFFO figures reported by us may not be comparable to those AFFO figures reported by other companies. We utilize AFFO as another measure of the operating performance of our portfolio of real estate assets. We believe AFFO is useful to investors as a supplemental gauge of our operating performance and may be useful in comparing our operating performance with other real estate companies. Since our calculation of AFFO removes other significant non-cash charges and revenues and other costs which are not representative of our ongoing business operations, we believe it improves comparability to investors in assessing our core operating results across periods. AFFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders. FFO, Core FFO and AFFO are not considered measures of liquidity and are not alternatives to measures calculated under GAAP.
Same-Store Net Operating Income (“NOI”)
We use same-store NOI as an operational metric for our same-store multifamily communities, enabling comparisons of those properties’ operating results between the current reporting period and the prior year comparative period. We define our population of same-store multifamily communities as those that are stabilized and that have been owned for at least 15 full months as of the end of the first quarter of each year, and exclude the operating results of properties for which construction of adjacent phases has commenced, and properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. We define NOI as rental and other property revenues, less total property and maintenance expenses, property management fees, real estate taxes, general and administrative expenses, and property insurance. We believe that NOI is an important supplemental measure of operating performance for REITs because it provides measures of core operations, rather than factoring in depreciation and amortization, financing costs, acquisition costs, and other corporate expenses. NOI is a widely utilized measure of comparative operating performance in the REIT industry, but is not a substitute for the most comparable GAAP-compliant measure, net income/loss.
About
View source version on businesswire.com: https://www.businesswire.com/news/home/20220228005139/en/
Executive Vice President-Investor Relations
Chief Marketing Officer
investorrelations@pacapts.com
770-818-4144
Source:
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