EX-99.1 2 a201312318-kprex991.htm EXHIBIT 99.1 2013.12.31 8-K PR EX 99.1
Exhibit 99.1


Chambers Street – Fourth Quarter 2013 Financial Results
– Core FFO per Diluted Share of $0.17
– Executes 972,000 Square Feet of New and Renewal Leases –
– Provides 2014 Core FFO Guidance –

PRINCETON, N.J. – February 28, 2014 – Chambers Street Properties (NYSE: CSG) ("Chambers Street" or the "Company"), a real estate investment trust focused on acquiring, owning and managing net leased industrial and office properties, today reported its financial results for the three-month period ended December 31, 2013.
"We continued to strengthen our portfolio during the fourth quarter with approximately 972,000 square feet of leasing, resulting in a leased percentage of 96.5%. Core FFO was $0.17 per diluted share, a significant improvement compared to the fourth quarter last year," stated Jack A. Cuneo, President and Chief Executive Officer of Chambers Street. "In addition, we continued to execute all of our corporate strategies, by adding $106.0 million in high-quality acquisitions, and increasing the capacity and flexibility of our balance sheet, the strength of which was affirmed with investment grade ratings from Moody's and S&P. As we look to 2014, we believe our strong, stable portfolio should support steady improvement in our cash flows, while we continue to monitor markets for additional investment opportunities."
Operational and Financial Highlights Fourth Quarter 2013
Grew Core Funds from Operations ("Core FFO") to $0.17 per diluted share, an improvement of $0.06 per share compared to the fourth quarter of 2012.
Increased total portfolio percentage leased to 96.5% as of December 31, 2013 from 96.0% as of September 30, 2013.
Executed 11 leases, representing approximately 972,000 square feet.
Acquired an 80% equity interest in three fully-leased properties encompassing approximately 1,608,000 square feet for approximately $106.0 million.
Sold two wholly-owned properties for $31.1 million and three unconsolidated properties for a gross sales price of $85.5 million, of which our pro rata share was approximately $73.0 million.
Financial Results for the Three Months Ended December 31, 2013
Core FFO for the fourth quarter of 2013 increased to $39.1 million, or $0.17 per diluted share, compared to $26.8 million, or $0.11 per diluted share, for the fourth quarter of 2012. The increase in Core FFO was driven primarily by acquisitions, partially offset by higher corporate general and administrative expenses, and an increase in interest expense resulting from additional borrowings.
Funds from Operations ("FFO") as defined by NAREIT for the fourth quarter 2013 increased to $34.9 million, or $0.15 per diluted share, as compared to $6.6 million, or $0.03 per diluted share, for the fourth quarter of 2012. The growth in FFO was driven by the same factors that increased Core FFO, as well as a higher loss from extinguishment of debt in the prior year period.





Net income for the fourth quarter 2013 totaled $4.0 million, or $0.02 per diluted share, as compared to a net loss of $26.5 million, or $0.11 per diluted share, for the fourth quarter of 2012.
Investment Activity
In December, the Company acquired an 80% ownership interest in a newly developed 844,000 square foot warehouse/distribution property located near Lille, France, for $56.4 million. The property is part of the Lauwin-Planque Business Park, located in the Nord Pas de Calais region, one of continental Europe’s largest logistics and economic hubs. The property was completed in October 2013 and is fully leased to the European operating subsidiary of one of the world’s largest internet retailers on a long-term, triple-net basis.
In December, the Company acquired two warehouse/distribution properties in Germany totaling approximately 763,000 square feet, for $49.6 million. Both of these build-to-suit properties are located in primary logistics regions with access to Germany’s extensive transportation networks and are 100% leased.
Including these investments, the Company acquired a total of 23 properties or interests in properties, for a total aggregate investment of $347.0 million during the year ended December 31, 2013.
In the fourth quarter 2013, the Company sold a retail park in Wakefield, United Kingdom, a two-building, multi-tenant office park in St. Louis, Missouri, a multi-tenant warehouse facility in Salt Lake City, Utah, and a retail center in Charlotte, North Carolina. These properties were sold for an aggregate of $104.0 million, at the Company's pro rata share.
Balance Sheet
As of December 31, 2013, the Company had total debt outstanding of approximately $1.6 billion, including its pro rata share of unconsolidated entities. The Company's debt had a weighted average interest rate of 3.9%, and an average remaining term to maturity of 5.11 years.
On November 6, 2013, the Company filed an automatically effective shelf registration statement on Form S-3 with the SEC and established an at-the-market offering program through which it may sell, from time to time, common shares having an aggregate offering price of up to $250 million.
In December, the Company received a Baa3 issuer rating from Moody’s Investors Service (“Moody’s”). The receipt of a Baa3 issuer rating from Moody’s resulted, beginning on December 10, 2013, in adjustments to the interest rates on the Company’s unsecured credit facilities.
Subsequent to the end of the year, the Company received a BBB- corporate issuer rating from Standard & Poor's Ratings Services (“S&P”).
Common Share Dividend
On February 26, 2014, the Board of Trustees of the Company approved a monthly distribution of $0.042 per common share for each of the months of April, May, and June of 2014. The April dividend will be paid on May 7, 2014 to all holders of record on April 30, 2014, the May dividend will be paid on June 6, 2014 to all holders of record on May 30, 2014; and the June dividend will be paid on July 8, 2014 to all holders of record on June 30, 2014.
2014 Guidance
The Company is providing full year 2014 guidance for Core FFO of $0.65 to $0.69 per share, based on management’s expectations as of the date of this release. The guidance presented does not include the effects of unannounced property acquisitions, dispositions, or capital transaction activity completed subsequent to December 31, 2013.





Supplemental Information
The Company released supplemental information, available at www.ChambersStreet.com under the Investors Relations section, with additional detail, including a description of non-GAAP financial measures and reconciliation to GAAP measures.
Investor Conference Webcast and Conference Call
The Company will host a webcast and conference call at 8:30 a.m. Eastern Daylight Time on Friday, February 28, 2014, to discuss fourth quarter and full year 2013 results. The number to call is 1-877-407-9039 (domestic) and 1-201-689-8470 (international). The live webcast will be available at www.ChambersStreet.com under the Investor Relations section. A replay of the conference call will be available through March 14, 2014, by dialing 1-877-870-5176 (domestic) and 1-858-384-5517 (international) and entering the passcode 13575368.
About Chambers Street Properties (NYSE: CSG)
Chambers Street is a real estate investment trust focused on acquiring, owning and operating net leased industrial and office properties, leased to creditworthy tenants. As of December 31, 2013, Chambers Street owned or had a majority interest in 129 properties located across 20 U.S. states, France, Germany, and the United Kingdom encompassing approximately 35.3 million rentable square feet.
For additional information, please visit: www.ChambersStreet.com.
Institutional Relations
ICR, LLC.
Stephen Swett, 203-682-8377
Stephen.Swett@icrinc.com
or
Investor Relations
Chambers Street
Nick Dolya, 407-212-7068
Nick.Dolya@CSPREIT.com
or
Media
Tim Gallen
Tim@Gallen.com or
Andrew Neilly
Andrew@Gallen.com
925 930-9848






CHAMBERS STREET PROPERTIES
Consolidated Balance Sheets
as of December 31, 2013 and December 31, 2012
($ In Thousands, Except Share Data)

 
December 31,
 
December 31,
 
2013
 
2012
 
(unaudited)
 
 
ASSETS
 
 
 
Investments in Real Estate:
 
 
 
Land
$
639,382

 
$
538,229

Land Available for Expansion
24,631

 
22,393

Buildings and Improvements
1,606,209

 
1,172,318

Construction in Progress

 
76,826

 
2,270,222

 
1,809,766

Less: Accumulated Depreciation and Amortization
(195,778
)
 
(132,129
)
Net Investments in Real Estate
2,074,444

 
1,677,637

Investments in Unconsolidated Entities
514,802

 
515,829

Cash and Cash Equivalents
83,007

 
107,355

Restricted Cash
15,236

 
10,998

Tenant and Other Receivables, Net
10,394

 
6,675

Deferred Rent
35,499

 
25,210

Deferred Leasing Costs and Intangible Assets, Net
248,872

 
199,058

Deferred Financing Costs, Net
11,585

 
8,322

Prepaid Expenses and Other Assets
16,757

 
3,778

Total Assets
$
3,010,596

 
$
2,554,862

LIABILITIES, NON-CONTROLLING INTERESTS AND SHAREHOLDERS’ EQUITY
 
 
 
LIABILITIES
 
 
 
Secured Notes Payable, Net
$
681,200

 
$
502,232

Unsecured Term Loan Facilities
570,000

 

Unsecured Revolving Credit Facility
170,044

 
265,000

Accounts Payable, Accrued Expenses and Other Liabilities
50,053

 
53,390

Intangible Liabilities, Net
28,070

 
25,994

Prepaid Rent and Security Deposits
16,648

 
10,005

Distributions Payable
9,931

 
37,418

Total Liabilities
1,525,946

 
894,039

COMMITMENTS AND CONTINGENCIES
 
 
 
NON-CONTROLLING INTERESTS
 
 
 
Operating Partnership Units

 
2,464

Class B Interest

 
200

Non-Controlling Interest—Variable Interest Entity

 
826

SHAREHOLDERS’ EQUITY
 
 
 
Common Shares of Beneficial Interest, $0.01 par value, 990,000,000 shares authorized; 236,463,981 and 249,664,156 issued and outstanding as of December 31, 2013 and December 31, 2012, respectively
2,359

 
2,494

Additional Paid-in-Capital
2,067,008

 
2,203,888

Accumulated Deficit
(589,313
)
 
(540,462
)
Accumulated Other Comprehensive Income (Loss)
4,596

 
(8,587
)
Total Shareholders’ Equity
1,484,650

 
1,657,333

Total Liabilities, Non–Controlling Interests and Shareholders’ Equity
$
3,010,596

 
$
2,554,862







CHAMBERS STREET PROPERTIES
Consolidated Statements of Operations
For the Three and Twelve Months Ended December 31, 2013 and 2012 (unaudited)
(In Thousands, Except Share Data)

 
Three Months Ended
 
Year Ended
 
December 31,
 
December 31,
 
2013
 
2012
 
2013
 
2012
REVENUES
 
 
 
 
 
 
 
Rental
$
51,865

 
$
37,334

 
$
196,706

 
$
145,432

Tenant Reimbursements
13,373

 
8,118

 
53,306

 
33,411

Total Revenues
65,238

 
45,452

 
250,012

 
178,843

EXPENSES
 
 
 
 
 
 
 
Property Operating
8,730

 
5,241

 
31,221

 
21,464

Real Estate Taxes
9,376

 
5,182

 
37,971

 
22,636

General and Administrative
5,430

 
3,684

 
23,138

 
14,660

Investment Management Fee

 
12,424

 
489

 
29,695

Acquisition-Related
512

 
5,243

 
2,690

 
7,752

Depreciation and Amortization
27,991

 
18,428

 
102,793

 
72,383

Transition and Listing

 
97

 
12,681

 
8,249

Total Expenses
52,039

 
50,299

 
210,983

 
176,839

OTHER INCOME AND EXPENSES
 
 
 
 
 
 
 
Interest and Other Income
216

 
430

 
1,321

 
2,235

Interest Expense
(14,839
)
 
(8,198
)
 
(47,295
)
 
(33,845
)
Interest Expense and Net Change in Fair Value of Non-Qualifying Derivative Financial Instruments
32


(3
)

614


(118
)
Loss on Early Extinguishment of Debt
521

 
(15,598
)
 
(1,051
)
 
(17,284
)
Gain on Conversion of Equity Interest to Controlling Interest
227

 

 
75,763

 

Total Other (Expense) Income
(13,843
)
 
(23,369
)
 
29,352

 
(49,012
)
(Loss) Income Before Provision for Income Taxes and Equity in Income of Unconsolidated Entities
(644
)
 
(28,216
)
 
68,381

 
(47,008
)
Provision For Income Taxes
(13
)
 
(49
)
 
(287
)
 
(266
)
Equity in Income of Unconsolidated Entities
1,848

 
1,403

 
12,111

 
3,959

NET INCOME (LOSS) FROM CONTINUING OPERATIONS
1,191

 
(26,862
)
 
80,205

 
(43,315
)
DISCONTINUED OPERATIONS
 
 
 
 
 
 
 
Income from Discontinued Operations
87

 
289

 
382

 
720

Gain (Loss) on Sale of Real Estate
2,759

 
2

 
2,759

 
(413
)
TOTAL INCOME FROM DISCONTINUED OPERATIONS
2,846

 
291

 
3,141

 
307

NET INCOME (LOSS)
4,037

 
(26,571
)
 
83,346

 
(43,008
)
Net Loss (Income) Attributable to Non-Controlling Operating Partnership Units

 
25

 
(82
)
 
32

NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS
$
4,037

 
$
(26,546
)
 
$
83,264

 
$
(42,976
)
Basic and Diluted Net Income (Loss) Per Share from Continuing Operations Attributable to Common Shareholders
$
0.02

 
$
(0.11
)
 
$
0.33

 
$
(0.17
)
Basic and Diluted Net Income (Loss) Per Share Attributable to Common Shareholders
$
0.02

 
$
(0.11
)
 
$
0.34

 
$
(0.17
)
Weighted Average Common Shares Outstanding-Basic and Diluted
236,463,981

 
249,451,245

 
242,379,680

 
248,154,277

Dividends Declared Per Share
$
0.126

 
$
0.150

 
$
0.551

 
$
0.600







CHAMBERS STREET PROPERTIES
Reconciliation of Net Income (Loss) to FFO, Core FFO, and AFFO
For the Three Months and Twelve Months Ended December 31, 2013 and 2012 (unaudited)
(In Thousands, Except Share Data)

 
Three Months Ended
 
Year Ended
 
December 31,
 
December 31,
 
2013
 
2012
 
2013
 
2012
Net Income (Loss)
$
4,037

 
$
(26,571
)
 
$
83,346

 
$
(43,008
)
Adjustments:
 
 
 
 
 
 
 
Real Estate Depreciation and Amortization
27,886

 
18,904

 
103,209

 
73,653

Pro Rata Share of Real Estate Depreciation and Amortization from Unconsolidated Entities
8,831

 
14,315

 
35,785

 
55,280

Gain on Conversion of Equity Interest to Controlling Interest
(227
)
 

 
(75,763
)
 

(Gain) Loss on Sale of Real Estate
(2,759
)
 
(2
)
 
(2,759
)
 
413

Pro Rata Share of Gain on Sale from Unconsolidated Entities
(2,823
)
 

 
(2,823
)
 

Pro Rata Share of Realized (Gain) Loss on Investment in CBRE Strategic Partners Asia 
(50
)
 

 
2,063

 
(443
)
Funds from Operations
34,895

 
6,646

 
143,058

 
85,895

Acquisition-Related Expenses
512

 
5,243

 
2,690

 
7,752

Pro Rata Share of Acquisition-Related Expense from Unconsolidated Entities
4,249

 
30

 
4,249

 
549

Loss on Early Extinguishment of Debt
(521
)
 
15,598

 
1,051

 
17,284

Pro Rata Share of Loss on Early Extinguishment of Debt from Unconsolidated Entities
214

 

 
214

 

Net Change in Fair Value of Non-Qualifying Derivative Financial Instruments
(41
)
 
(183
)
 
(1,772
)
 
(564
)
Transition and Listing Expenses

 
97

 
12,681

 
8,249

Pro Rata Share of Unrealized (Gain) Loss on Investment in CBRE Strategic Partners Asia
(234
)
 
(673
)
 
(4,046
)
 
70

Core Funds from Operations
39,074

 
26,758

 
158,125

 
119,235

Amortization of Non-Cash Interest Expense
94

 
474

 
(367
)
 
862

Pro Rata Share of Amortization of Non-Cash Interest Expense from Unconsolidated Entities
93

 
229

 
529

 
825

Amortization of Above and Below Market Leases
1,374

 
1,174

 
6,402

 
2,485

Pro Rata Share of Amortization of Above/Below Market Leases from Unconsolidated Entities
(45
)
 
145

 
(195
)
 
610

Amortization of Deferred Revenue Related to Tenant Improvements
(276
)
 

 
(1,185
)
 

Share Based Compensation
360

 
230

 
1,907

 
245

Straight-Line Rent Adjustments, Net
(2,383
)
 
(2,028
)
 
(10,269
)
 
(7,491
)
Pro Rata Share of Straight-Line Rent Adjustments, Net from Unconsolidated Entities
176

 
(1,077
)
 
(4,250
)
 
(6,470
)
Recurring Capital Expenditures
(4,049
)
 
(471
)
 
(7,939
)
 
(3,742
)
Pro Rata Share of Recurring Capital Expenditures from Unconsolidated Entities
(322
)
 
(664
)
 
(3,288
)
 
(1,789
)
Adjusted Funds from Operations
$
34,096

 
$
24,770

 
$
139,470

 
$
104,770

Amounts Per Share (Basic and Diluted):
 
 
 
 
 
 
 
Net Income (Loss)
$
0.02

 
$
(0.11
)
 
$
0.34

 
$
(0.17
)
Funds from Operations
$
0.15

 
$
0.03

 
$
0.59

 
$
0.35

Core Funds from Operations
$
0.17

 
$
0.11

 
$
0.65

 
$
0.48

Adjusted Funds From Operations
$
0.14

 
$
0.10

 
$
0.58

 
$
0.42

Weighted Average Common Shares Outstanding - Basic & Diluted
236,463,981

 
249,451,245

 
242,379,680

 
248,154,277






Non-GAAP Supplemental Financial Measures:
Funds from Operations
The National Association of Real Estate Investment Trusts, or NAREIT, created Funds from Operations, or FFO, as a non-GAAP supplemental measure of REIT operating performance, which is designed to reflect the impact on operations from trends in occupancy rates, rental rates and operating costs. The most directly comparable GAAP measure to FFO is net income. FFO is used commonly in the real estate industry because historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, many industry analysts and investors consider presentations of operating results for REITs that use historical cost accounting to be insufficient.
We compute FFO in accordance with standards established by NAREIT. The revised NAREIT White Paper on FFO defines FFO as net income or loss computed in accordance with GAAP, excluding extraordinary items, as defined by GAAP, impairment charges and gains and losses from sales of depreciable operating property, plus real estate related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), and after adjustment for unconsolidated partnerships and joint ventures.
Core Funds from Operations
Changes in the accounting and reporting rules under GAAP (for acquisition fees and expenses from a capitalization/depreciation model to an expensed-as-incurred model) that have been put into effect since the establishment of NAREIT’s definition of FFO have prompted an increase in the non-cash and non-operating items included in FFO. We calculate Core Funds from Operations, or Core FFO, as FFO exclusive of the net effects of acquisition costs, interest rate swap gains/losses, non-recurring expenses such as transition and listing costs, and unrealized gain/loss in investments in unconsolidated entities.
We believe that Core FFO is a useful measure of management’s decision-making process and appropriately presents our results of operations on a comparative basis. The items that we exclude from net income are subject to significant fluctuations from period to period that cause both positive and negative effects on our results of operations, often in inconsistent and unpredictable directions. For example, our acquisition costs are primarily the result of the volume of our acquisitions completed during each period, and therefore we believe such acquisition costs are not reflective of our operating results during each period. Similarly, unrealized gains or losses that we have recognized during a given period are based primarily upon changes in the estimated fair market value of certain of our investments due to changes in market conditions and do not necessarily reflect the operating performance of these properties during the corresponding period. Further, costs associated with certain other non-reoccurring expenses, such as the process of transitioning from being an externally managed company to a self-managed company, our listing of our common shares on the New York Stock Exchange and our modified “Dutch Auction” tender offer are not reflective of our operating results during each period.
We believe that Core FFO is useful to investors as a supplemental measure of operating performance because adjusting FFO to exclude acquisition costs, unrealized gains and/or losses or other non-reoccurring expenses provides investors a view of the performance of our portfolio over time, including if we cease to acquire properties on a frequent and regular basis and allows for a comparison of the performance of our portfolio with other REITs that are not currently engaging in acquisitions. We also believe that Core FFO may provide investors with a useful indication of our future performance, and of the sustainability of our current distribution policy. However, because Core FFO excludes acquisition costs, unrealized gains or losses and/or other non-recurring expenses which are important components in an analysis of our historical performance, such supplemental measure should not be construed as a historical performance measure and may not be as useful a measure for estimating the value of our common shares.

Adjusted Funds from Operations
We calculate Adjusted Funds From Operations, or AFFO, as Core FFO exclusive of the net effects of (i) amortization associated with deferred financings costs; (ii) amortization of above- and below-market lease intangibles; (iii) amortization of premium on notes payable; (iv) amortization of deferred revenue related to tenant improvements; (v) non-cash share-based compensation expense; (vi) straight-line rental revenue; and (vii) recurring capital expenditures.
Not all REITs calculate FFO, Core FFO or AFFO (or an equivalent measure), in the same manner and therefore comparisons with other REITs may not be meaningful. None of these measures present, nor do we intend for them to present, a complete picture of our financial condition and/or operating performance. We believe that net income, as computed under GAAP, appropriately remains the primary measure of our performance and that FFO, Core FFO and





AFFO, when considered in conjunction with net income, improves the investing public’s understanding of the operating results of REITs and makes comparisons of REIT operating results more meaningful.
Forward-Looking Statements
This press release may contain various “forward-looking statements.” You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “would,” “could,” “should,” “seeks,” “approximately,” “intends,” “plans,” “projects,” “estimates” or “anticipates” or the negative of these words and phrases or similar words or phrases. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Statements regarding the following subjects may be impacted by a number of risks and uncertainties such as our business strategy; our ability to obtain future financing arrangements; estimates relating to our future distributions; our understanding of our competition; market trends; projected capital expenditures; the impact of technology on our products, operations and business; and the use of the proceeds of any offerings of securities. The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. These beliefs, assumptions and expectations are subject to risks and uncertainties and can change as a result of many possible events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity and results of operations may vary materially from those expressed in our forward-looking statements. You should carefully consider these risks before you make an investment decision with respect to our common shares, along with the following factors that could cause actual results to vary from our forward-looking statements such as: general volatility of the securities markets in which we participate; national, regional and local economic climates; changes in supply and demand for office and industrial properties; adverse changes in the real estate markets, including increasing vacancy, decreasing rental revenue and increasing insurance costs; availability and credit worthiness of prospective tenants; our ability to maintain rental rates and maximize occupancy; our ability to identify and secure acquisitions; our failure to successfully manage growth or operate acquired properties; our pace of acquisitions and/or dispositions of properties; risks related to development projects (including construction delay, cost overruns or our inability to obtain necessary permits); payment of distributions from sources other than cash flows and operating activities; receiving and maintaining corporate debt ratings and changes in the general interest rate environment; availability of capital (debt and equity); our ability to refinance existing indebtedness or incur additional indebtedness; failure to comply with our debt covenants; unanticipated increases in financing and other costs, including a rise in interest rates; the actual outcome of the resolution of any conflict; material adverse actions or omissions by any of our joint venture partners; our ability to operate as a self-managed company; availability of and ability to retain our executive officers and other qualified personnel; future terrorist attacks in the United States or abroad; the ability of our operating partnership to continue to qualify as a partnership for U.S. federal income tax purposes; our ability to continue to qualify as a REIT for U.S. federal income tax purposes; foreign currency fluctuations; changes to accounting principles, policies and guidelines applicable to REITs; legislative or regulatory changes adversely affecting REITs and the real estate business; and environmental, regulatory and/or safety requirements. The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included herein and elsewhere, including the risk factors included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012 and other documents of the Company on file with or furnished to the SEC. Any forward looking statements made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company or its business or operations. Except as required by law, the Company undertakes no obligation to update publicly or revise any forward looking statement, whether as a result of new information, future developments or otherwise. We caution you that actual outcomes and results may differ materially from what is expressed, implied or forecast by our forward looking statements.