Orion Office REIT Inc.® Announces Fourth Quarter and Full Year 2022 Results
Orion Office REIT Inc. (NYSE: ONL) reported total revenues of $208.1 million for 2022 but faced a net loss of $(97.5) million, equivalent to $(1.72) per share. Core FFO reached $101.8 million, exceeding guidance by $0.02 per share. Orion completed 0.8 million square feet of lease renewals and sold 11 properties for $33.1 million. The company had a portfolio occupancy rate of 89.0% and 73.3% of annualized base rent from investment-grade tenants. Looking ahead, Orion aims for a Core FFO per share of $1.55 - $1.63 for 2023. A quarterly dividend of $0.10 per share was declared, payable on April 17, 2023.
- Core Funds From Operations (FFO) of $101.8 million exceeded guidance by $0.02 per share.
- Completed 0.8 million square feet of lease renewals, expansions, and new leases.
- Sold 11 properties for $33.1 million, generating an estimated $7.5 million in annual savings.
- Declared a quarterly dividend of $0.10 per share for Q1 2023.
- Net loss attributable to common stockholders of $(97.5) million for 2022.
- Portfolio occupancy rate at 89.0%, indicating potential leasing challenges.
- 2022 Total Revenues of
- 2022 Net Loss Attributable to Common Stockholders of
- 2022 Core Funds From Operations of
- Completed 0.8 million Square Feet of Lease Renewals, Expansions and New Leases -
- Sold 11 Properties for
Full Year 2022 Financial and Operating Highlights
-
Total revenues of
$208.1 million -
Net Loss Attributable to Common Stockholders of
, or$(97.5) million per share$(1.72) -
Funds from Operations (“FFO”) of
, or$99.7 million per share$1.76 -
Core FFO of
, or$101.8 million per share$1.80 -
EBITDA of
, EBITDAre of$67.2 million and Adjusted EBITDA of$131.2 million $132.2 million -
Sold 11 properties for
, which will save an estimated$33.1 million of annual carrying costs$7.5 million
Fourth Quarter 2022 Financial and Operating Highlights
-
Total revenues of
$50.3 million -
Net Loss Attributable to Common Stockholders of
, or$(19.0) million per share$(0.33) -
FFO of
, or$22.9 million per share$0.40 -
Core FFO of
, or$23.2 million per share$0.41 -
EBITDA of
, EBITDAre of$19.7 million and Adjusted EBITDA of$30.6 million $30.7 million -
Sold six properties for
$10.0 million
Real Estate Portfolio
As of
Orion’s
Leasing and Disposition Activity
Orion employs active asset management strategies to attract new tenants while working to retain high-quality creditworthy tenants, and to maximize tenant retention rates and future cash flow. Orion continues to believe that lease maturities and vacant assets may represent an ongoing value creation opportunity in the coming years.
During the quarter ended
Including leasing activity during the nine months ended
During the fourth quarter, the Company closed six dispositions, representing a total of 412,000 square feet, for an aggregate sale price of approximately
Including disposition activity during the nine months ended
Balance Sheet
As of
As of
Dividend
On
2023 Outlook
Based on current economic conditions and the Company’s financial condition, Orion is providing the following guidance for fiscal year 2023:
|
|
Low |
|
High |
Core FFO per share (1) |
|
|
- |
|
General and Administrative Expenses |
|
|
- |
|
Net Debt to Adjusted EBITDA |
|
4.3x |
- |
5.3x |
____________________________________ |
|
1. |
The definition of Core FFO per share used for this guidance reflects revisions the Company is making to the definition of Core FFO such that Core FFO will be calculated differently in 2023 than it was in 2022. See “Definitions” below for further details. |
Webcast and Conference Call Information
Orion will host a webcast and conference call to review its financial results at
Replay Information
A replay of the webcast may be accessed via the web by visiting the “Investors” section of Orion’s website at https://www.onlreit.com/investors. The conference call replay will be available after
Non-GAAP Financial Measures
To supplement the presentation of the Company’s financial results prepared in accordance with
About
About the Data
This data and other information described herein are as of and for the quarter and year ended
Definitions
Annualized Base Rent is the monthly aggregate cash amount charged to tenants under our leases (including monthly base rent receivables and certain contractually obligated reimbursements by our tenants), as of the final date of the applicable period, multiplied by 12, including the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture. Annualized Base Rent is not indicative of future performance.
CPI refers to a lease in which base rent is adjusted based on changes in a consumer price index.
Credit Rating of a tenant refers to the
Double
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre") and Adjusted EBITDA
Due to certain unique operating characteristics of real estate companies, as discussed below, the
In addition to EBITDAre, we use Adjusted EBITDA as a non-GAAP supplemental performance measure to evaluate the operating performance of the Company. Adjusted EBITDA, as defined by the Company, represents EBITDAre, modified to exclude non-routine items such as transaction related expenses and spin related expenses. We also exclude certain non-cash items such as impairments of intangible and right of use assets, gains or losses on derivatives, gains or losses on the extinguishment or forgiveness of debt, amortization of intangibles, above-market lease assets and deferred lease incentives, net of amortization of below-market lease liabilities and our pro rata share of Adjusted EBITDA adjustments related to the Unconsolidated Joint Venture. Management believes that excluding these costs from EBITDAre provides investors with supplemental performance information that is consistent with the performance models and analysis used by management, and provides investors a view of the performance of our portfolio over time. Therefore, EBITDAre and Adjusted EBITDA should not be considered as an alternative to net income, as computed in accordance with GAAP. The Company uses Adjusted EBITDA as one measure of its operating performance when formulating corporate goals and evaluating the effectiveness of the Company's strategies. EBITDAre and Adjusted EBITDA may not be comparable to similarly titled measures of other companies.
Enterprise Value equals the sum of the Implied Equity Market Capitalization and Net Debt, in each case, as of an applicable date.
Fixed Charge Coverage Ratio is (a) Adjusted EBITDA divided by (b) the sum of (i) Interest Expense, excluding non-cash amortization and (ii) secured debt principal amortization on Adjusted Principal Outstanding. Management believes that Fixed Charge Coverage Ratio is a useful supplemental measure of our ability to satisfy fixed financing obligations.
Fixed Dollar or Percent Increase refers to a lease that requires contractual rent increases during the term of the lease agreement. A Fixed Dollar or Percent Increase lease may include a period of free rent at the beginning or end of the lease.
Flat refers to a lease that requires equal rent payments, with no contractual increases, throughout the term of the lease agreement. A Flat Lease may include a period of free rent at the beginning or end of the lease.
Funds Available for Distribution ("FAD")
Funds available for distribution, as defined by the Company, represents Core FFO, as defined below, modified to exclude capital expenditures, as well as certain non-cash items such as amortization of deferred financing costs, amortization of above market leases and deferred lease incentives, net of amortization of below market lease liabilities, straight-line rental revenue, equity-based compensation, equity in income or losses of the Unconsolidated Joint Venture and our pro rata share of FAD adjustments related to the Unconsolidated Joint Venture. Management believes that adjusting these items from Core FFO provides investors with supplemental performance information that is consistent with the performance models and analysis used by management and provides useful information regarding the Company's ability to fund its dividend. Beginning in 2023, the Company's definition of FAD will not adjust for the following items, which will already be an adjustment in calculating Core FFO: (i) amortization of deferred lease incentives, (ii) amortization of deferred financing costs, (iii) equity-based compensation, and (iv) amortization of premiums and discounts on debt, net. Additionally, the Company will revise the FAD adjustment for equity in income (loss) of unconsolidated joint venture to only exclude the non-cash amortization related to the joint venture investment basis difference. If this definitional change had been made in 2022, the impact would have been an increase to FAD for the year-ended
However, not all REITs calculate FAD and those that do may not calculate FAD the same way, so comparisons with other REITs may not be meaningful. FAD should not be considered as an alternative to net income (loss) or cash flow provided by (used in) operating activities as determined under GAAP.
Nareit Funds from Operations ("Nareit FFO" or "FFO") and Core Funds from Operations ("Core FFO")
Due to certain unique operating characteristics of real estate companies, as discussed below, Nareit has promulgated a supplemental performance measure known as FFO, which we believe to be an appropriate supplemental performance measure to reflect the operating performance of a REIT. FFO is not equivalent to our net income or loss as determined under GAAP.
Nareit defines FFO as net income or loss computed in accordance with GAAP adjusted for gains or losses from disposition of real estate assets, depreciation and amortization of real estate assets, impairment write-downs on real estate, and our pro rata share of FFO adjustments related to the Unconsolidated Joint Venture. We calculate FFO in accordance with Nareit's definition described above.
In addition to FFO, we use Core FFO as a non-GAAP supplemental financial performance measure to evaluate the operating performance of the Company. Core FFO, as defined by the Company, excludes from FFO items that we believe do not reflect the ongoing operating performance of our business such as transaction related expenses, spin related expenses and gains or losses on extinguishment of swaps and/or debt, and our pro rata share of Core FFO adjustments related to the Unconsolidated Joint Venture. Beginning in 2023, the Company will be revising its definition of Core FFO to also exclude the following non-cash charges which management believes do not reflect the ongoing operating performance of our business: (i) amortization of deferred lease incentives, (ii) amortization of deferred financing costs, (iii) equity-based compensation, and (iv) amortization of premiums and discounts on debt, net. If this definitional change had been made in 2022, the impact would have been an increase to Core FFO for the year-ended
We believe that FFO and Core FFO allow for a comparison of the performance of our operations with other publicly-traded REITs, as FFO and Core FFO, or an equivalent measure, are routinely reported by publicly-traded REITs, each adjust for items that we believe do not reflect the ongoing operating performance of our business and we believe are often used by analysts and investors for comparison purposes.
For all of these reasons, we believe FFO and Core FFO, in addition to net income (loss), as defined by GAAP, are helpful supplemental performance measures and useful in understanding the various ways in which our management evaluates the performance of the Company over time. However, not all REITs calculate FFO and Core FFO the same way, so comparisons with other REITs may not be meaningful. FFO and Core FFO should not be considered as alternatives to net income (loss) and are not intended to be used as a liquidity measure indicative of cash flow available to fund our cash needs. Neither the
GAAP is an abbreviation for generally accepted accounting principles in
Gross Lease is a lease under which the landlord is responsible for all expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs).
Gross Real Estate Investments represent total gross real estate and related assets of
GSA CPI refers to a
Implied Equity Market Capitalization equals shares of common stock outstanding as of an applicable date, multiplied by the closing sale price of the Company's stock as reported on the
Industry is derived from the Global Industry Classification Standard ("GICS") Methodology that was developed by
Interest Coverage Ratio equals Adjusted EBITDA divided by Interest Expense, excluding non-cash amortization. Management believes that Interest Coverage Ratio is a useful supplemental measure of our ability to service our debt obligations.
Interest Expense, excluding non-cash amortization is a non-GAAP measure that represents interest expense incurred on the outstanding principal balance of our debt and the Company's pro rata share of the Unconsolidated Joint Venture's interest expense incurred on its outstanding principal balance. This measure excludes the amortization of deferred financing costs, premiums and discounts, which is included in interest expense in accordance with GAAP. Interest Expense, excluding non-cash amortization should not be considered as an alternative to the Company's interest expense as determined in accordance with GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to the Company's financial information prepared in accordance with GAAP.
Investment-Grade Tenants are those with a Credit Rating of BBB- or higher from Standard & Poor’s or a Credit Rating of Baa3 or higher from Moody’s. The ratings may reflect those assigned by Standard & Poor’s or Moody’s to the lease guarantor or the parent company, as applicable.
Leased Square Feet is Rentable Square Feet leased and includes such amounts related to the Unconsolidated Joint Venture.
Modified Gross Lease is a lease under which the landlord is responsible for most expenses associated with the property (e.g., real estate taxes, insurance, maintenance and repairs), but passes through some operating expenses to the tenant.
Month-to-Month refers to a lease that is outside of the contractual lease expiration, but the tenant has not vacated and continues to pay rent which may also include holdover rent if applicable.
Net Debt, Principal Outstanding and Adjusted Principal Outstanding
Principal Outstanding is a non-GAAP measure that represents the Company's outstanding principal debt balance, excluding certain GAAP adjustments, such as premiums and discounts, financing and issuance costs, and related accumulated amortization. Adjusted Principal Outstanding includes the Company's pro rata share of the Unconsolidated Joint Venture's outstanding principal debt balance. We believe that the presentation of Principal Outstanding and Adjusted Principal Outstanding, which show our contractual debt obligations, provides useful information to investors to assess our overall financial flexibility, capital structure and leverage. Principal Outstanding and Adjusted Principal Outstanding should not be considered as alternatives to the Company's consolidated debt balance as determined in accordance with GAAP or any other GAAP financial measures and should only be considered together with, and as a supplement to, the Company's financial information prepared in accordance with GAAP.
Net Debt is a non-GAAP measure used to show the Company's Adjusted Principal Outstanding, less all cash and cash equivalents and the Company's pro rata share of the Unconsolidated Joint Venture's cash and cash equivalents. We believe that the presentation of Net Debt provides useful information to investors because our management reviews Net Debt as part of its management of our overall liquidity, financial flexibility, capital structure and leverage.
Net Debt Leverage Ratio equals Net Debt divided by Gross Real Estate Investments.
Net Operating Income ("NOI") and Cash NOI
NOI is a non-GAAP performance measure used to evaluate the operating performance of a real estate company. NOI represents total revenues less property operating expenses and excludes fee revenue earned for services to the Unconsolidated Joint Venture, impairment, depreciation and amortization, general and administrative expenses, transaction related expenses and spin related expenses. Cash NOI excludes the impact of certain GAAP adjustments included in rental revenue, such as straight-line rent adjustments and amortization of above-market intangible lease assets and below-market lease intangible liabilities. Cash NOI includes the pro rata share of such amounts from properties owned by the Unconsolidated Joint Venture. It is management's view that NOI and Cash NOI provide investors relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis. NOI and Cash NOI should not be considered as an alternative to operating income in accordance with GAAP. Further, NOI and Cash NOI may not be comparable to similarly titled measures of other companies.
Occupancy Rate equals the sum of Leased Square Feet divided by Rentable Square Feet and includes the Company's pro rata share of such amounts related to the Unconsolidated Joint Venture, in each case, as of an applicable date.
Operating Properties refers to all properties owned and consolidated by the Company as of the applicable date.
Property Operating Expense includes reimbursable and non-reimbursable costs to operate a property, including real estate taxes, utilities, insurance, repairs, maintenance, legal, property management fees, etc.
Rentable Square Feet is leasable square feet of
Triple
Unconsolidated Joint Venture means the Company's investment in the unconsolidated joint venture with an affiliate of
Unencumbered Asset Ratio equals unencumbered Gross Real Estate Investments divided by Gross Real Estate Investments. Management believes that Unencumbered Asset Ratio is a useful supplemental measure of our overall liquidity and leverage.
Unencumbered Gross Real Estate Investments equals Gross Real Estate Investments, excluding Gross Real Estate Investments related to properties serving as collateral for the Company's CMBS Loan and the Company's pro rata share of properties owned by the Unconsolidated Joint Venture that are pledged as collateral under mortgage debt. Unencumbered Gross Real Estate Investments includes otherwise unencumbered properties which are part of the unencumbered property pool under our credit facility and therefore generally are not available to serve as collateral under other borrowings.
Weighted Average Remaining Lease Term is the number of years remaining on each respective lease as of the applicable date, weighted based on Annualized Base Rent and includes the years remaining on each of the respective leases of the Unconsolidated Joint Venture, weighted based on the Company's pro rata share of Annualized Base Rent related to the Unconsolidated Joint Venture.
Forward-Looking Statements
Information set forth in this press release includes “forward-looking statements” which reflect the Company's expectations and projections regarding future events and plans, future financial condition, results of operations, liquidity and business, including leasing and occupancy, acquisitions, dispositions, rent receipts, the payment of future dividends, the Company’s growth and the impact of the coronavirus (COVID-19) on the Company's business. Generally, the words "anticipates," "assumes," "believes," "continues," "could," "estimates," "expects," "goals," "intends," "may," "plans," "projects," "seeks," "should," "targets," "will," “guidance,” variations of such words and similar expressions identify forward-looking statements. These forward-looking statements are based on information currently available to the Company and involve a number of known and unknown assumptions and risks, uncertainties and other factors, which may be difficult to predict and beyond the Company's control, that could cause actual events and plans or could cause the Company's business, financial condition, liquidity and results of operations to differ materially from those expressed or implied in the forward-looking statements. Further, information regarding historical rent collections should not serve as an indication of future rent collections.
The following factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements:
- the risk of rising interest rates, including that our borrowing costs may increase and we may be unable to refinance our debt obligations on favorable terms and in a timely manner, or at all;
- the risk of inflation, including that our operating costs, such as insurance premiums, utilities, real estate taxes, capital expenditures and repair and maintenance costs, may rise;
- conditions associated with the global market, including an oversupply of office space, tenant credit risk and general economic conditions;
-
the ongoing impact of the COVID-19 pandemic or any future pandemic or outbreak of a highly infectious or contagious disease or fear of such pandemics or outbreaks, on our business, operating results, financial condition and prospects, which is highly uncertain and cannot be predicted with confidence, including the impact on the
U.S. economy and changes in tenant behavior that may continue to adversely affect the use of and demand for office space; - our ability to acquire new properties and sell non-core assets on favorable terms and in a timely manner, or at all;
- our ability to comply with the terms of our credit agreements or to meet the debt obligations on certain of our properties;
- our ability to access the capital markets to raise additional equity or refinance maturing debt on favorable terms and in a timely manner, or at all;
- changes in the real estate industry and in performance of the financial markets and interest rates and our ability to effectively hedge against interest rate changes;
- the risk of tenants defaulting on their lease obligations, which is heightened due to our focus on single tenant properties;
- our ability to renew leases with existing tenants or re-let vacant space to new tenants on favorable terms and in a timely manner, or at all;
- the cost of rent concessions, tenant improvement allowances and leasing commissions;
- the potential for termination of existing leases pursuant to tenant termination rights;
- the amount, growth and relative inelasticity of our expenses;
- risks associated with the ownership and development of real property;
-
risks accompanying the management of
OAP/VER Venture, LLC (the “Arch Street Joint Venture”), our unconsolidated joint venture, in which we hold a non-controlling interest; - our ability to close pending real estate transactions, which may be subject to conditions that are outside of our control;
- risks associated with acquisitions, including the risk that we may not be in a position, or have the opportunity in the future, to make suitable property acquisitions on advantageous terms and/or that such acquisitions will fail to perform as expected;
- risks associated with the fact that we have a limited operating history and our future performance is difficult to predict;
- our properties may be subject to impairment charges;
- risks resulting from losses in excess or insured limits or uninsured losses;
- risks associated with the potential volatility of our common stock; and
- the risk that we may fail to maintain our qualification as a REIT.
Additional factors that may affect future results are contained in the Company's filings with the
CONSOLIDATED BALANCE SHEETS (In thousands) |
||||||||
|
|
|
|
|
||||
Assets |
|
|
|
|
||||
Real estate investments, at cost: |
|
|
|
|
||||
Land |
|
$ |
238,225 |
|
|
$ |
250,194 |
|
Buildings, fixtures and improvements |
|
|
1,128,400 |
|
|
|
1,231,551 |
|
Total real estate investments, at cost |
|
|
1,366,625 |
|
|
|
1,481,745 |
|
Less: accumulated depreciation |
|
|
133,379 |
|
|
|
128,109 |
|
Total real estate investments, net |
|
|
1,233,246 |
|
|
|
1,353,636 |
|
Accounts receivable, net |
|
|
21,641 |
|
|
|
17,916 |
|
Intangible lease assets, net |
|
|
202,832 |
|
|
|
298,107 |
|
Cash and cash equivalents |
|
|
20,638 |
|
|
|
29,318 |
|
Real estate assets held for sale, net |
|
|
2,502 |
|
|
|
— |
|
Other assets, net |
|
|
90,214 |
|
|
|
60,501 |
|
Total assets |
|
$ |
1,571,073 |
|
|
$ |
1,759,478 |
|
|
|
|
|
|
||||
Liabilities and Equity |
|
|
|
|
||||
Bridge facility, net |
|
$ |
— |
|
|
$ |
354,357 |
|
Mortgages payable, net |
|
|
352,167 |
|
|
|
— |
|
Credit facility term loan, net |
|
|
173,815 |
|
|
|
172,490 |
|
Credit facility revolver |
|
|
— |
|
|
|
90,000 |
|
Accounts payable and accrued expenses |
|
|
26,161 |
|
|
|
17,379 |
|
Below-market lease liabilities, net |
|
|
14,068 |
|
|
|
20,609 |
|
Distributions payable |
|
|
5,664 |
|
|
|
— |
|
Other liabilities, net |
|
|
23,340 |
|
|
|
16,355 |
|
Total liabilities |
|
|
595,215 |
|
|
|
671,190 |
|
|
|
|
|
|
||||
Common stock |
|
|
57 |
|
|
|
57 |
|
Additional paid-in capital |
|
|
1,147,014 |
|
|
|
1,145,278 |
|
Accumulated other comprehensive income |
|
|
6,308 |
|
|
|
299 |
|
Accumulated deficit (Total) |
|
|
(178,910 |
) |
|
|
(58,715 |
) |
Total stockholders' equity |
|
|
974,469 |
|
|
|
1,086,919 |
|
Non-controlling interest |
|
|
1,389 |
|
|
|
1,369 |
|
Total equity |
|
|
975,858 |
|
|
|
1,088,288 |
|
Total liabilities and equity |
|
$ |
1,571,073 |
|
|
$ |
1,759,478 |
CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except for per share data) |
||||||||
|
|
(Unaudited) |
|
|
||||
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
|
|
|
||||
Revenues: |
|
|
|
|
||||
Rental |
|
$ |
50,097 |
|
|
$ |
207,353 |
|
Fee income from unconsolidated joint venture |
|
|
197 |
|
|
|
765 |
|
Total revenues |
|
|
50,294 |
|
|
|
208,118 |
|
Operating expenses: |
|
|
|
|
||||
Property operating |
|
|
15,746 |
|
|
|
61,519 |
|
General and administrative |
|
|
4,428 |
|
|
|
15,908 |
|
Depreciation and amortization |
|
|
30,493 |
|
|
|
131,367 |
|
Impairments |
|
|
12,198 |
|
|
|
66,359 |
|
Transaction related |
|
|
277 |
|
|
|
675 |
|
Spin related |
|
|
— |
|
|
|
964 |
|
Total operating expenses |
|
|
63,142 |
|
|
|
276,792 |
|
Other (expense) income: |
|
|
|
|
||||
Interest expense, net |
|
|
(7,553 |
) |
|
|
(30,171 |
) |
Gain on disposition of real estate assets |
|
|
1,293 |
|
|
|
2,352 |
|
Loss on extinguishment of debt, net |
|
|
— |
|
|
|
(468 |
) |
Other income, net |
|
|
105 |
|
|
|
223 |
|
Equity in loss of unconsolidated joint venture |
|
|
(272 |
) |
|
|
(524 |
) |
Total other (expenses) income, net |
|
|
(6,427 |
) |
|
|
(28,588 |
) |
Loss before taxes |
|
|
(19,275 |
) |
|
|
(97,262 |
) |
Provision for income taxes |
|
|
282 |
|
|
|
(212 |
) |
Net loss |
|
|
(18,993 |
) |
|
|
(97,474 |
) |
Net loss (income) attributable to non-controlling interest |
|
|
23 |
|
|
|
(20 |
) |
Net loss attributable to common stockholders |
|
$ |
(18,970 |
) |
|
$ |
(97,494 |
) |
|
|
|
|
|
||||
Weighted-average shares outstanding - basic and diluted |
|
|
56,644 |
|
|
|
56,632 |
|
Basic and diluted net loss per share attributable to common stockholders |
|
$ |
(0.33 |
) |
|
$ |
(1.72 |
) |
FFO, CORE FFO and FAD (In thousands, except for per share data) (Unaudited) |
||||||||
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
|
|
|
||||
Net loss |
|
$ |
(18,970 |
) |
|
$ |
(97,494 |
) |
Depreciation and amortization of real estate assets |
|
|
30,475 |
|
|
|
131,297 |
|
Gain on disposition of real estate assets |
|
|
(1,293 |
) |
|
|
(2,352 |
) |
Impairment of real estate |
|
|
12,198 |
|
|
|
66,359 |
|
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable |
|
|
465 |
|
|
|
1,847 |
|
FFO attributable to common stockholders |
|
$ |
22,875 |
|
|
$ |
99,657 |
|
Adjustments: |
|
|
|
|
||||
Transaction related expenses |
|
|
277 |
|
|
|
675 |
|
Spin related expenses |
|
|
— |
|
|
|
964 |
|
Loss on extinguishment of debt, net |
|
|
— |
|
|
|
468 |
|
Core funds from operations attributable to common stockholders |
|
$ |
23,152 |
|
|
$ |
101,764 |
|
Adjustments: |
|
|
|
|
||||
Amortization of deferred financing costs |
|
|
1,068 |
|
|
|
4,363 |
|
Amortization of above and below market leases, net |
|
|
(260 |
) |
|
|
(1,207 |
) |
Amortization of deferred lease incentives |
|
|
80 |
|
|
|
116 |
|
Straight-line rental revenue |
|
|
2,911 |
|
|
|
769 |
|
Equity-based compensation |
|
|
603 |
|
|
|
1,756 |
|
Equity in loss of Unconsolidated Joint Venture |
|
|
272 |
|
|
|
524 |
|
Capital expenditures and leasing costs |
|
|
(6,112 |
) |
|
|
(14,624 |
) |
Other adjustments, net |
|
|
74 |
|
|
|
263 |
|
Proportionate share of Unconsolidated Joint Venture adjustments for the items above, as applicable |
|
|
(25 |
) |
|
|
(52 |
) |
Funds available for distribution |
|
$ |
21,763 |
|
|
$ |
93,672 |
|
|
|
|
|
|
||||
Weighted-average shares outstanding - basic and diluted |
|
|
56,644 |
|
|
|
56,632 |
|
|
|
|
|
|
||||
FFO attributable to common stockholders per share |
|
$ |
0.40 |
|
|
$ |
1.76 |
|
Core FFO attributable to common stockholders per share |
|
$ |
0.41 |
|
|
$ |
1.80 |
|
FAD per share |
|
$ |
0.38 |
|
|
$ |
1.65 |
|
EBITDA, EBITDAre AND ADJUSTED EBITDA (In thousands) (Unaudited) |
||||||||
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
|
|
|
||||
Net loss |
|
$ |
(18,970 |
) |
|
$ |
(97,494 |
) |
Adjustments: |
|
|
|
|
||||
Interest expense |
|
|
7,553 |
|
|
|
30,171 |
|
Depreciation and amortization |
|
|
30,493 |
|
|
|
131,367 |
|
Provision for income taxes |
|
|
(282 |
) |
|
|
212 |
|
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable |
|
|
864 |
|
|
|
2,961 |
|
EBITDA |
|
$ |
19,658 |
|
|
$ |
67,217 |
|
Gain on disposition of real estate assets |
|
|
(1,293 |
) |
|
|
(2,352 |
) |
Impairment of real estate |
|
|
12,198 |
|
|
|
66,359 |
|
EBITDAre |
|
$ |
30,563 |
|
|
$ |
131,224 |
|
Transaction related |
|
|
277 |
|
|
|
675 |
|
Spin related |
|
|
— |
|
|
|
964 |
|
Amortization of above and below market leases, net |
|
|
(260 |
) |
|
|
(1,207 |
) |
Amortization of deferred lease incentives |
|
|
80 |
|
|
|
116 |
|
Loss on extinguishment and forgiveness of debt, net |
|
|
— |
|
|
|
468 |
|
Proportionate share of Unconsolidated Joint Venture adjustments for items above, as applicable |
|
|
(8 |
) |
|
|
(30 |
) |
Adjusted EBITDA |
|
$ |
30,652 |
|
|
$ |
132,210 |
|
FINANCIAL AND OPERATIONS STATISTICS AND RATIOS (Dollars in thousands) (Unaudited) |
||||||||
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
|
|
|
||||
Interest expense - as reported |
|
$ |
7,553 |
|
|
$ |
30,171 |
|
Adjustments: |
|
|
|
|
||||
Amortization of deferred financing costs and other non-cash charges |
|
|
(1,068 |
) |
|
|
(4,363 |
) |
Proportionate share of Unconsolidated Joint Venture Interest Expense, excluding non-cash amortization |
|
|
367 |
|
|
|
931 |
|
Interest Expense, excluding non-cash amortization |
|
$ |
6,852 |
|
|
$ |
26,739 |
|
|
|
Three Months Ended |
||||
Interest Coverage Ratio |
|
|
|
|
||
Interest Expense, excluding non-cash amortization (1) |
|
$ |
6,852 |
|
$ |
7,131 |
Adjusted EBITDA (2) |
|
|
30,652 |
|
|
32,149 |
Interest Coverage Ratio |
|
4.47x |
|
4.51x |
||
|
|
|
|
|
||
Fixed Charge Coverage Ratio |
|
|
|
|
||
Interest Expense, excluding non-cash amortization (1) |
|
$ |
6,852 |
|
$ |
7,131 |
Secured debt principal amortization |
|
|
— |
|
|
— |
Total fixed charges |
|
|
6,852 |
|
|
7,131 |
Adjusted EBITDA (2) |
|
|
30,652 |
|
|
32,149 |
Fixed Charge Coverage Ratio |
|
4.47x |
|
4.51x |
____________________________________ |
||
(1) |
Refer to the Statement of Operations for interest expense calculated in accordance with GAAP and to the Supplemental Information Package for the required reconciliation to the most directly comparable GAAP financial measure. |
|
(2) |
Refer to the Statement of Operations for net income calculated in accordance with GAAP and to the EBITDAre and Adjusted EBITDA table in the Supplemental Information Package for the required reconciliation to the most directly comparable GAAP financial measure. |
Net Debt |
|
|
|
|
||||
Mortgages payable, net |
|
$ |
352,167 |
|
|
$ |
351,994 |
|
Credit facility term loan, net |
|
|
173,815 |
|
|
|
173,478 |
|
Credit facility revolver |
|
|
— |
|
|
|
31,000 |
|
Total debt - as reported |
|
|
525,982 |
|
|
|
556,472 |
|
Deferred financing costs, net |
|
|
4,018 |
|
|
|
4,528 |
|
Principal Outstanding |
|
|
530,000 |
|
|
|
561,000 |
|
Proportionate share of Unconsolidated Joint Venture Principal Outstanding |
|
|
27,332 |
|
|
|
27,332 |
|
Adjusted Principal Outstanding |
|
$ |
557,332 |
|
|
$ |
588,332 |
|
Cash and cash equivalents |
|
|
(20,638 |
) |
|
|
(23,282 |
) |
Proportionate share of Unconsolidated Joint Venture cash and cash equivalents |
|
|
(572 |
) |
|
|
(758 |
) |
Net Debt |
|
$ |
536,122 |
|
|
$ |
564,292 |
|
FINANCIAL AND OPERATIONS STATISTICS AND RATIOS (Dollars in thousands) (Unaudited) |
||||||||
|
|
|
|
|
||||
Total real estate investments, at cost - as reported |
|
$ |
1,366,625 |
|
|
$ |
1,380,903 |
|
Adjustments: |
|
|
|
|
||||
Gross intangible lease assets |
|
|
360,690 |
|
|
|
364,058 |
|
Gross intangible lease liabilities |
|
|
(31,317 |
) |
|
|
(31,317 |
) |
Gross assets held for sale |
|
|
2,544 |
|
|
|
7,530 |
|
Proportionate share of Unconsolidated Joint Venture Gross Real Estate Investments |
|
|
45,427 |
|
|
|
45,426 |
|
Gross Real Estate Investments |
|
$ |
1,743,969 |
|
|
$ |
1,766,600 |
|
|
|
|
|
|
||||
Net Debt Ratios |
|
|
|
|
||||
Net Debt (1) |
|
$ |
536,122 |
|
|
$ |
564,292 |
|
Adjusted EBITDA(2) |
|
|
132,210 |
|
|
|
128,596 |
|
Net Debt to Adjusted EBITDA ratio(2) |
|
4.06x |
|
4.39x |
||||
|
|
|
|
|
||||
Net Debt (1) |
|
$ |
536,122 |
|
|
$ |
564,292 |
|
Gross Real Estate Investments (1) |
|
|
1,743,969 |
|
|
|
1,766,600 |
|
Net Debt Leverage Ratio |
|
|
30.7 |
% |
|
|
31.9 |
% |
|
|
|
|
|
||||
Unencumbered Assets/Real Estate Assets |
|
|
|
|
||||
Unencumbered Gross Real Estate Investments (1) |
|
$ |
1,141,035 |
|
|
$ |
1,165,310 |
|
Gross Real Estate Investments (1) |
|
|
1,743,969 |
|
|
|
1,766,600 |
|
Unencumbered Asset Ratio |
|
|
65.4 |
% |
|
|
66.0 |
% |
____________________________________ |
||
(1) |
Refer to the Balance Sheets for total debt and real estate investments, at cost calculated in accordance with GAAP and to the Supplemental Information Package for the required reconciliation to the most directly comparable GAAP financial measure. |
|
(2) |
Adjusted EBITDA for |
CORE FUNDS FROM OPERATIONS PER DILUTED SHARE - 2023 GUIDANCE
(Unaudited)
The Company expects its 2023 Core FFO per diluted share to be in a range between
-
General & Administrative Expenses:
to$18.75 million $19.75 million - Net Debt to Adjusted EBITDA: 4.3x to 5.3x
The estimated net income per diluted share is not a projection and is provided solely to satisfy the disclosure requirements of the
The Company does not provide a reconciliation of Net Debt to Adjusted EBITDA guidance to the most directly comparable GAAP measure, due to the inherent difficulty and uncertainty in quantifying certain adjustments principally related to the Company’s investment in the unconsolidated joint venture.
|
|
Low |
|
High |
||||
Diluted net income per share attributable to common stockholders |
|
$ |
(0.61 |
) |
|
$ |
(0.54 |
) |
Depreciation and amortization of real estate assets |
|
|
1.94 |
|
|
|
1.94 |
|
Proportionate share of adjustments for Unconsolidated Joint Venture |
|
|
0.05 |
|
|
|
0.06 |
|
FFO attributable to common stockholders per diluted share |
|
|
1.38 |
|
|
|
1.46 |
|
Adjustments (1) |
|
|
0.17 |
|
|
|
0.17 |
|
Core FFO attributable to common stockholders per diluted share (2) |
|
$ |
1.55 |
|
|
$ |
1.63 |
|
____________________________________ |
||
(1) |
Includes transaction related expenses, amortization of deferred lease incentives, amortization of deferred financing costs, equity-based compensation, and our proportionate share of such adjustments for the Unconsolidated Joint Venture. |
|
(2) |
The definition of Core FFO per share used for this guidance reflects revisions the Company is making to the definition of Core FFO such that Core FFO will be calculated differently in 2023 than it was in 2022. See “Definitions” above for further details. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20230308005791/en/
Investor Relations:
Email: investors@onlreit.com
Phone: 602-675-0338
Source:
FAQ
What were Orion's total revenues for 2022?
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