EX-99.1 2 sir_exhibit991x93017.htm EXHIBIT 99.1 Exhibit
Exhibit 99.1

 ergraphica01.jpg

FOR IMMEDIATE RELEASE

 
Contact:
 
Christopher Ranjitkar, Director, Investor Relations
 
(617) 796-8320

Select Income REIT Announces Third Quarter 2017 Results
Third Quarter Net Income of $0.35 Per Share
Third Quarter Normalized FFO of $0.68 Per Share
Third Quarter Same Property Cash Basis NOI Increased by 1.7%
 
 
 
 
 
Newton, MA (October 27, 2017): Select Income REIT (Nasdaq: SIR) today announced financial results for the quarter and nine months ended September 30, 2017.

David Blackman, President and Chief Operating Officer of SIR, made the following statement:

"Select Income REIT continued its business strategy during the third quarter of 2017. We experienced continued leasing momentum, entering new and renewal leases for approximately 266,000 square feet with a weighted average lease term of 8.9 years and commitments for leasing capital and concessions of only $0.20 per square foot per lease year."

Results for the Quarter Ended September 30, 2017:
 
Net income attributed to SIR was $31.4 million, or $0.35 per diluted share, for the quarter ended September 30, 2017, compared to $28.6 million, or $0.32 per diluted share, for the same quarter last year.

Normalized funds from operations, or Normalized FFO, attributed to SIR for the quarter ended September 30, 2017 were $60.7 million, or $0.68 per diluted share, compared to $61.9 million, or $0.69 per diluted share, for the same quarter last year.

Reconciliations of net income attributed to SIR determined in accordance with U.S. generally accepted accounting principles, or GAAP, to funds from operations, or FFO, attributed to SIR and to Normalized FFO attributed to SIR for the quarters ended September 30, 2017 and 2016 appear later in this press release.

Results for the Nine Months Ended September 30, 2017:

Net income attributed to SIR was $64.8 million, or $0.73 per diluted share, for the nine months ended September 30, 2017, compared to $92.1 million, or $1.03 per diluted share, for the same period last year. Net income attributed to SIR per diluted share for the nine months ended September 30, 2017 includes a write-off of straight line rents receivable of $12.5 million, or $0.14 per diluted share, and a loss on asset impairment of $4.0 million, or $0.05 per diluted share, both of which resulted from a tenant bankruptcy, as well as estimated business management

A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq.
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.



incentive fees of $3.3 million, or $0.04 per diluted share. Two of SIR's properties are impacted by this tenant bankruptcy; one of those properties is substantially vacant and the other is occupied by a subtenant of the former tenant who is now contractually obligated to pay SIR rent in an amount equal to the rent under the former tenant's lease.

Normalized FFO attributed to SIR for the nine months ended September 30, 2017 were $175.2 million, or $1.96 per diluted share, compared to $192.4 million, or $2.15 per diluted share, for the same period last year. Normalized FFO for the nine months ended September 30, 2017 include a write-off of straight line rents receivable of $12.5 million, or $0.14 per diluted share, related to leases associated with the tenant bankruptcy referenced above.

Reconciliations of net income attributed to SIR determined in accordance with GAAP to FFO attributed to SIR and to Normalized FFO attributed to SIR for the nine months ended September 30, 2017 and 2016 appear later in this press release.

Leasing, Occupancy and Same Property Results:

SIR entered into lease renewals for approximately 152,000 square feet and new leases for approximately 114,000 square feet during the quarter ended September 30, 2017, which resulted in weighted average (by square feet) rental rates that were approximately 0.5% higher than prior rents for the same space and a weighted average (by square feet) lease term of 8.9 years. Commitments for leasing capital and concessions for these leases totaled approximately $0.5 million, or approximately $0.20 per square foot per lease year. During the quarter ended September 30, 2017, SIR also executed one rent reset at one of its Hawaii Properties for approximately 27,000 square feet of land at a rental rate that was approximately 45.3% higher than the prior rental rate.

As of September 30, 2017, 96.2% of SIR’s total rentable square feet was leased, compared to 95.9% as of June 30, 2017 and 96.8% as of September 30, 2016. Occupancy for properties owned continuously since July 1, 2016, or on a same property basis, decreased to 96.1% at September 30, 2017 from 96.8% at September 30, 2016. Same property cash basis net operating income, or Cash Basis NOI, increased 1.7% for the quarter ended September 30, 2017 compared to the quarter ended September 30, 2016, primarily as a result of contractual rent increases for certain properties since July 1, 2016, partially offset by the decline in occupancy during 2017.

Reconciliations of net income determined in accordance with GAAP to net operating income, or NOI, and Cash Basis NOI for the quarters and nine months ended September 30, 2017 and 2016 on an actual and same property basis appear later in this press release.

Recent Investment Activities:

As previously disclosed, on July 19, 2017, SIR acquired a single tenant, net leased office property (two buildings) located in Indianapolis, IN with 275,205 rentable square feet for a purchase price of $41.1 million, excluding acquisition related costs. This property is 100% leased and had a remaining lease term as of the acquisition date of approximately 10.0 years.

Recent Disposition Activities:

In July 2017, the prospective buyer terminated a previously disclosed agreement to acquire one property (one building) from SIR located in Maynard, MA with 287,037 rentable square feet. SIR continues to market this property for sale or lease.


2


Recent Financing Activities:

As previously disclosed, on July 3, 2017, SIR repaid at par a $17.4 million 5.95% mortgage note which was secured by two buildings located in Carlsbad, CA. This mortgage was scheduled to mature on September 1, 2017.

Conference Call:

At 10:00 a.m. Eastern Time this morning, President and Chief Operating Officer, David Blackman, and Chief Financial Officer and Treasurer, John Popeo, will host a conference call to discuss SIR’s third quarter 2017 financial results.

The conference call telephone number is (877) 328-4494. Participants calling from outside the United States and Canada should dial (412) 317-5433. No pass code is necessary to access the call from either number. Participants should dial in about 15 minutes prior to the scheduled start of the call. A replay of the conference call will be available through 11:59 p.m. on Friday, November 3, 2017. To access the replay, dial (412) 317-0088. The replay pass code is 10113393.

A live audio webcast of the conference call will also be available in a listen-only mode on SIR's website, at www.sirreit.com. Participants wanting to access the webcast should visit SIR's website about five minutes before the call. The archived webcast will be available for replay on SIR's website following the call for about one week. The transcription, recording and retransmission in any way of SIR’s third quarter conference call are strictly prohibited without the prior written consent of SIR.

Supplemental Data:

A copy of SIR’s Third Quarter 2017 Supplemental Operating and Financial Data is available for download at SIR’s website, www.sirreit.com.  SIR’s website is not incorporated as part of this press release.

Select Income REIT is a real estate investment trust, or REIT, which owns properties that are primarily net leased to single tenants. SIR is managed by the operating subsidiary of The RMR Group Inc. (Nasdaq: RMR), an alternative asset management company that is headquartered in Newton, MA.

Please see the pages attached hereto for a more detailed statement of SIR’s operating results and financial condition and for an explanation of SIR’s calculation of NOI, Cash Basis NOI, FFO attributed to SIR and Normalized FFO attributed to SIR and a reconciliation of those amounts to amounts determined according to GAAP.

3


WARNING CONCERNING FORWARD LOOKING STATEMENTS
 
THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS.  ALSO, WHENEVER SIR USES WORDS SUCH AS “BELIEVE”, “EXPECT”, “ANTICIPATE”, “INTEND”, “PLAN”, “ESTIMATE”, “WILL”, “MAY” AND NEGATIVES OR DERIVATIVES OF THESE OR SIMILAR EXPRESSIONS, SIR IS MAKING FORWARD LOOKING STATEMENTS.  THESE FORWARD LOOKING STATEMENTS ARE BASED UPON SIR’S PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR.  ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN OR IMPLIED BY SIR’S FORWARD LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS. FOR EXAMPLE:

MR. BLACKMAN'S STATEMENT IN THIS PRESS RELEASE THAT SIR EXPERIENCED CONTINUED LEASING MOMENTUM DURING THE THIRD QUARTER OF 2017 MAY IMPLY THAT SIR WILL CONTINUE TO EXPERIENCE LEASING MOMENTUM AND THAT SIR'S OPERATING RESULTS WILL IMPROVE AS A RESULT. HOWEVER, SIR'S ABILITY TO LEASE ITS PROPERTIES DEPENDS IN LARGE MEASURE ON MARKET CONDITIONS IN AREAS WHERE SIR'S PROPERTIES ARE LOCATED. LEASING MARKET CONDITIONS OFTEN CHANGE AND ARE GENERALLY BEYOND SIR'S CONTROL. IN THE FUTURE, SIR MAY EXPERIENCE INCREASING VACANCIES OR LOWER RENTS AT SIR'S OWNED PROPERTIES, AND ITS OPERATING RESULTS MAY DECLINE, AND

A FORMER TENANT OF TWO OF SIR'S PROPERTIES HAS FILED FOR BANKRUPTCY AND REJECTED ITS TWO LEASES WITH SIR. ALTHOUGH A SUBTENANT OF THAT FORMER TENANT AT ONE OF THE TWO PROPERTIES IS NOW CONTRACTUALLY OBLIGATED TO PAY RENT TO SIR IN AN AMOUNT EQUAL TO THE RENT UNDER THE FORMER TENANT'S LEASE, THAT SUBTENANT HAS CERTAIN RIGHTS TO TERMINATE ITS SUBLEASE, INCLUDING UPON ONE YEAR'S ADVANCE NOTICE.

THE INFORMATION CONTAINED IN SIR’S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, OR SEC, INCLUDING UNDER “RISK FACTORS” IN SIR’S PERIODIC REPORTS, OR INCORPORATED THEREIN, IDENTIFIES OTHER IMPORTANT FACTORS THAT COULD CAUSE SIR’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE STATED IN OR IMPLIED BY SIR’S FORWARD LOOKING STATEMENTS. SIR’S FILINGS WITH THE SEC ARE AVAILABLE ON THE SEC'S WEBSITE AT WWW.SEC.GOV.

YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.

EXCEPT AS REQUIRED BY LAW, SIR DOES NOT INTEND TO UPDATE OR CHANGE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

4


Select Income REIT
 
Condensed Consolidated Statements of Income
 
(amounts in thousands, except per share data)
 
(unaudited)

 
 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
 
 
2017
 
2016
 
2017
 
2016
Revenues:
 
 
 
 
 
 
 
 
 
Rental income
 
$
98,635

 
$
96,037

 
$
293,020

 
$
290,512

 
Tenant reimbursements and other income
 
19,379

 
18,999

 
57,158

 
56,660

 
 
Total revenues
 
118,014

 
115,036

 
350,178

 
347,172

 
 
 
 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
 
 
Real estate taxes
 
11,489

 
10,755

 
33,168

 
31,565

 
Other operating expenses
 
14,649

 
14,394

 
41,039

 
39,987

 
Depreciation and amortization
 
34,713

 
33,366

 
102,770

 
100,240

 
Acquisition related costs
 

 
13

 

 
71

 
General and administrative (1)
 
1,589

 
7,553

 
24,658

 
21,903

 
Write-off of straight line rents receivable, net (2)
 

 

 
12,517

 

 
Loss on asset impairment (2)
 

 

 
4,047

 

 
Loss on impairment of real estate assets
 

 

 
229

 

 
 
Total expenses
 
62,440

 
66,081

 
218,428

 
193,766

 
 
 
 
 
 
 
 
 
 
 
Operating income
 
55,574

 
48,955

 
131,750

 
153,406

 
 
 
 
 
 
 
 
 
 
 
Dividend income
 
397

 
397

 
1,190

 
872

Interest expense (including net amortization of debt issuance costs, premiums and discounts of $1,716, $1,374, $4,688 and $4,124, respectively)
 
(24,383
)
 
(20,690
)
 
(68,278
)
 
(61,883
)
Income before income tax expense and equity in earnings of an investee
 
31,588

 
28,662

 
64,662

 
92,395

Income tax expense
 
(177
)
 
(107
)
 
(364
)
 
(370
)
Equity in earnings of an investee
 
31

 
13

 
533

 
107

Net income
 
31,442

 
28,568

 
64,831

 
92,132

Net income allocated to noncontrolling interest
 

 

 

 
(33
)
Net income attributed to SIR
 
$
31,442

 
$
28,568

 
$
64,831

 
$
92,099

 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - basic
 
89,355

 
89,308

 
89,341

 
89,295

Weighted average common shares outstanding - diluted
 
89,379

 
89,334

 
89,364

 
89,318

 
 
 
 
 
 
 
 
 
 
 
Net income attributed to SIR per common share - basic and diluted
 
$
0.35

 
$
0.32

 
$
0.73

 
$
1.03


(1)
General and administrative expenses include (i) the reversal of $5,478 of previously accrued estimated business management incentive fees for the three months ended September 30, 2017 and (ii) estimated business management incentive fee expense of $3,288 for the nine months ended September 30, 2017.

(2)
In March 2017, one of SIR's tenants filed for bankruptcy and rejected two leases with SIR: (i) a lease for a property located in Huntsville, AL with approximately 1,400 rentable square feet and an original lease term until August 2032 and (ii) a lease for a property in Hanover, PA with approximately 502 rentable square feet and an original lease term until September 2028. The Huntsville, AL property is occupied by a subtenant of SIR's former tenant who is now contractually obligated to pay rent to SIR in an amount equal to the rent under the former tenant's lease for a term that runs concurrently with the former tenant’s original lease term but subject to certain tenant termination rights. SIR expects that the lost rents plus carrying costs, such as real estate taxes, insurance, security and other operating costs, from a fully vacant Hanover, PA property may total approximately $3,800 per year. The bankruptcy court overseeing this matter recently granted SIR permission to offset its damages with a $3,739 security deposit held from the bankrupt former tenant with respect to the Hanover, PA property. During the three months ended March 31, 2017, SIR recorded a non-cash charge of $12,517 to write off straight line rents receivable (net of the $3,739 security deposit) related to the rejected leases with the bankrupt former tenant at both properties plus an impairment charge of $4,047 related to the write off of lease intangibles related to the property located in Hanover, PA.

5


Select Income REIT
 
Funds from Operations Attributed to SIR and Normalized Funds from Operations Attributed to SIR (1) 
 
(amounts in thousands, except per share data)
(unaudited)
 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
 
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
 
 
Net income attributed to SIR
 
$
31,442

 
$
28,568

 
$
64,831

 
$
92,099

Plus:
depreciation and amortization
 
34,713

 
33,366

 
102,770

 
100,240

Plus:
loss on impairment of real estate assets
 

 

 
229

 

Plus:
net income allocated to noncontrolling interest
 

 

 

 
33

Less:
FFO allocated to noncontrolling interest
 

 

 

 
(77
)
FFO attributed to SIR
 
66,155

 
61,934

 
167,830

 
192,295

Plus:
acquisition related costs
 

 
13

 

 
71

Plus:
estimated business management incentive fees (2)
 
(5,478
)
 

 
3,288

 

Plus:
loss on asset impairment (3)
 

 

 
4,047

 

Normalized FFO attributed to SIR
 
$
60,677

 
$
61,947

 
$
175,165

 
$
192,366

 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding - basic
 
89,355

 
89,308

 
89,341

 
89,295

Weighted average common shares outstanding - diluted
 
89,379

 
89,334

 
89,364

 
89,318

 
 
 
 
 
 
 
 
 
 
FFO attributed to SIR per common share - basic and diluted
 
$
0.74

 
$
0.69

 
$
1.88

 
$
2.15

Normalized FFO attributed to SIR per common share - basic and diluted
 
$
0.68

 
$
0.69

 
$
1.96

 
$
2.15

Distributions declared per common share
 
$
0.51

 
$
0.51

 
$
1.53

 
$
1.51


(1)       SIR calculates FFO attributed to SIR and Normalized FFO attributed to SIR as shown above. FFO attributed to SIR is calculated on the basis defined by The National Association of Real Estate Investment Trusts, or NAREIT, which is net income, calculated in accordance with GAAP, plus real estate depreciation and amortization, loss on impairment of real estate assets and the difference between net income and FFO allocated to noncontrolling interest, as well as certain other adjustments currently not applicable to SIR. SIR’s calculation of Normalized FFO attributed to SIR differs from NAREIT’s definition of FFO because SIR includes business management incentive fees, if any, only in the fourth quarter versus the quarter when they are recognized as expense in accordance with GAAP due to their quarterly volatility not necessarily being indicative of SIR’s core operating performance and the uncertainty as to whether any such business management incentive fees will be payable when all contingencies for determining such fees are known at the end of the calendar year and SIR excludes acquisition related costs expensed under GAAP, loss on asset impairment and Normalized FFO, net of FFO, from noncontrolling interest, if any. SIR considers FFO attributed to SIR and Normalized FFO attributed to SIR to be appropriate supplemental measures of operating performance for a REIT, along with net income, net income attributed to a REIT and operating income. SIR believes that FFO attributed to SIR and Normalized FFO attributed to SIR provide useful information to investors because by excluding the effects of certain historical amounts, such as depreciation expense, FFO attributed to SIR and Normalized FFO attributed to SIR may facilitate a comparison of its operating performance between periods and with other REITs. FFO attributed to SIR and Normalized FFO attributed to SIR are among the factors considered by SIR’s Board of Trustees when determining the amount of distributions to SIR’s shareholders. Other factors include, but are not limited to, requirements to maintain SIR’s qualification for taxation as a REIT, limitations in SIR’s credit agreement and public debt covenants, the availability to SIR of debt and equity capital, SIR’s expectation of its future capital requirements and operating performance and SIR’s expected needs and availability of cash to pay its obligations. FFO attributed to SIR and Normalized FFO attributed to SIR do not represent cash generated by operating activities in accordance with GAAP and should not be considered alternatives to net income, net income attributed to SIR or operating income as indicators of SIR’s operating performance or as measures of SIR’s liquidity. These measures should be considered in conjunction with net income, net income attributed to SIR and operating income as presented in SIR’s condensed consolidated statements of income. Other real estate companies and REITs may calculate FFO and Normalized FFO differently than SIR does.

(2)
Incentive fees under SIR’s business management agreement with The RMR Group LLC are payable after the end of each calendar year, are calculated based on common share total return, as defined, and are included in general and administrative expenses in SIR’s condensed consolidated statements of income. In calculating net income in accordance with GAAP, SIR recognizes estimated business management incentive fee expense, if any, in the first, second and third quarters. Although SIR recognizes this expense, if any, in the first, second and third quarters for purposes of calculating net income, SIR does not include such expense in the calculation of Normalized FFO attributed to SIR until the fourth quarter, when the amount of the business management incentive fee expense for the calendar year, if any, is determined. Normalized FFO attributed to SIR excludes (i) the reversal of $5,478 of previously accrued estimated business management incentive fees for the three months ended September 30, 2017 and (ii) estimated business management incentive fee expense of $3,288 for the nine months ended September 30, 2017.

(3)
During the three months ended March 31, 2017, SIR recorded a $4,047 loss on asset impairment for unamortized lease intangibles related to a lease associated with a tenant bankruptcy at a property located in Hanover, PA.

6


Select Income REIT
 
Calculation and Reconciliation of Property Net Operating Income and Cash Basis Net Operating Income (1) 
 
(dollars in thousands)
 
(unaudited)

 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
 
2017
 
2016
 
2017
 
2016
Calculation of NOI and Cash Basis NOI:
 
 
 
 
 
 
 
 
Rental income
 
$
98,635

 
$
96,037

 
$
293,020

 
$
290,512

Tenant reimbursements and other income
 
19,379

 
18,999

 
57,158

 
56,660

Real estate taxes
 
(11,489
)
 
(10,755
)
 
(33,168
)
 
(31,565
)
Other operating expenses
 
(14,649
)
 
(14,394
)
 
(41,039
)
 
(39,987
)
 
NOI
 
91,876

 
89,887

 
275,971

 
275,620

Non-cash straight line rent adjustments included in rental income (2)
 
(5,581
)
 
(6,483
)
 
(16,361
)
 
(19,054
)
Lease value amortization included in rental income (2)
 
(547
)
 
(443
)
 
(1,508
)
 
(1,298
)
Lease termination fees included in rental income (2)
 

 

 
(101
)
 

Non-cash amortization included in other operating expenses (3)
 
(213
)
 
(213
)
 
(639
)
 
(639
)
 
Cash Basis NOI
 
$
85,535

 
$
82,748

 
$
257,362

 
$
254,629

 
 
 
 
 
 
 
 
 
 
Reconciliation of Net Income to NOI and Cash Basis NOI:
 
 
 
 
 
 
 
 
Net income
 
$
31,442

 
$
28,568

 
$
64,831

 
$
92,132

Equity in earnings of an investee
 
(31
)
 
(13
)
 
$
(533
)
 
(107
)
Income tax expense
 
177

 
107

 
364

 
370

Income before income tax expense and equity in earnings of an investee
 
31,588

 
28,662

 
64,662

 
92,395

Interest expense
 
24,383

 
20,690

 
68,278

 
61,883

Dividend income
 
(397
)
 
(397
)
 
(1,190
)
 
(872
)
 
Operating income
 
55,574

 
48,955

 
131,750

 
153,406

 
 
 
 
 
 
 
 
 
 
Loss on impairment of real estate assets
 

 

 
229

 

Loss on asset impairment (4)
 

 

 
4,047

 

Write-off of straight line rents receivable, net (4)
 

 

 
12,517

 

General and administrative
 
1,589

 
7,553

 
24,658

 
21,903

Acquisition related costs
 

 
13

 

 
71

Depreciation and amortization
 
34,713

 
33,366

 
102,770

 
100,240

 
NOI
 
91,876

 
89,887

 
275,971

 
275,620

Non-cash straight line rent adjustments included in rental income (2)
 
(5,581
)
 
(6,483
)
 
(16,361
)
 
(19,054
)
Lease value amortization included in rental income (2)
 
(547
)
 
(443
)
 
(1,508
)
 
(1,298
)
Lease termination fees included in rental income (2)
 

 

 
(101
)
 

Non-cash amortization included in other operating expenses (3)
 
(213
)
 
(213
)
 
(639
)
 
(639
)
 
Cash Basis NOI
 
$
85,535

 
$
82,748

 
$
257,362

 
$
254,629


(1)
The calculations of NOI and Cash Basis NOI exclude certain components of net income in order to provide results that are more closely related to SIR’s property level results of operations. SIR calculates NOI and Cash Basis NOI as shown above. SIR defines NOI as income from its rental of real estate less its property operating expenses. NOI excludes amortization of capitalized tenant improvement costs and leasing commissions that SIR records as depreciation and amortization. SIR defines Cash Basis NOI as NOI excluding non-cash straight line rent adjustments, lease value amortization, lease termination fees, if any, and non-cash amortization included in other operating expenses. SIR considers NOI and Cash Basis NOI to be appropriate supplemental measures to net income because they may help both investors and management to understand the operations of SIR’s properties. SIR uses NOI and Cash Basis NOI to evaluate individual and company wide property level performance, and SIR believes that NOI and Cash Basis NOI provide useful information to investors regarding its results of operations because they reflect only those income and expense items that are generated and incurred at the property level and may facilitate comparisons of SIR’s operating performance between periods and with other REITs. NOI and Cash Basis NOI do not represent cash generated by operating activities in accordance with GAAP and should not be considered alternatives to net income, net income attributed to SIR or operating income as indicators of SIR’s operating performance or as measures of SIR’s liquidity. These measures should be considered in conjunction with net income, net income attributed to SIR and operating income as presented in SIR’s condensed consolidated statements of income.  Other real estate companies and REITs may calculate NOI and Cash Basis NOI differently than SIR does.

(2)   
SIR reports rental income on a straight line basis over the terms of the respective leases; accordingly, rental income includes non-cash straight line rent adjustments. Rental income also includes non-cash amortization of intangible lease assets and liabilities and lease termination fees, if any.

(3) 
SIR recorded a liability for the amount by which the estimated fair value for accounting purposes exceeded the price SIR paid for its investment in RMR common stock in June 2015. A portion of this liability is being amortized on a straight line basis through December 31, 2035 as a reduction to property management fees, which are included in other operating expenses.

(4)
During the three months ended March 31, 2017, SIR recorded a $12,517 non-cash write-off of straight line rents receivable related to leases associated with a tenant bankruptcy at two properties located in Huntsville, AL and Hanover, PA and a $4,047 loss on asset impairment for unamortized lease intangibles related to a lease associated with this tenant bankruptcy at the property located in Hanover, PA.

7


Select Income REIT
 
Reconciliation of Net Operating Income to Same Property Net Operating Income and Calculation of Same Property Cash Basis Net Operating Income (1) 
 
(dollars in thousands)
 
(unaudited)
 
 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
 
2017
 
2016
 
2017
 
2016
Reconciliation of NOI to Same Property NOI (2)(3):
 
 
 
 
 
 
 
 
Rental income
 
$
98,635

 
$
96,037

 
$
293,020

 
$
290,512

Tenant reimbursements and other income
 
19,379

 
18,999

 
57,158

 
56,660

Real estate taxes
 
(11,489
)
 
(10,755
)
 
(33,168
)
 
(31,565
)
Other operating expenses
 
(14,649
)
 
(14,394
)
 
(41,039
)
 
(39,987
)
 
NOI
 
91,876

 
89,887

 
275,971

 
275,620

Less:
 
 
 
 
 
 
 
 
 
NOI of properties not included in same property results
 
(2,375
)
 
(170
)
 
(4,495
)
 
(170
)
 
Same property NOI
 
$
89,501

 
$
89,717

 
$
271,476

 
$
275,450

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Calculation of Same Property Cash Basis NOI (2)(3):
 
 
 
 
 
 
 
 
Same property NOI
 
$
89,501

 
$
89,717

 
$
271,476

 
$
275,450

Less:
 
 
 
 
 
 
 
 
 
Non-cash straight line rent adjustments included in rental income (4)
 
(4,700
)
 
(6,459
)
 
(14,442
)
 
(19,030
)
 
Lease value amortization included in rental income (4)
 
(556
)
 
(443
)
 
(1,536
)
 
(1,298
)
 
Lease termination fees included in rental income (4)
 

 

 
(101
)
 

 
Non-cash amortization included in other operating expenses (5)
 
(213
)
 
(213
)
 
(639
)
 
(639
)
 
Same property Cash Basis NOI
 
$
84,032

 
$
82,602

 
$
254,758

 
$
254,483


(1)
See footnote (1) on page 7 of this press release for the definitions of NOI and Cash Basis NOI, a description of why SIR believes they are appropriate supplemental measures and a description of how SIR uses these measures.
 
(2)
For the three months ended September 30, 2017, same property NOI and same property Cash Basis NOI are based on properties SIR owned as of September 30, 2017, and which it owned continuously since July 1, 2016.

(3)
For the nine months ended September 30, 2017, same property NOI and same property Cash Basis NOI are based on properties SIR owned as of September 30, 2017, and which it owned continuously since January 1, 2016.
 
(4)
SIR reports rental income on a straight line basis over the terms of the respective leases; accordingly, rental income includes non-cash straight line rent adjustments. Rental income also includes non-cash amortization of intangible lease assets and liabilities and lease termination fees, if any.
 
(5)
SIR recorded a liability for the amount by which the estimated fair value for accounting purposes exceeded the price SIR paid for its investment in RMR common stock in June 2015. A portion of this liability is being amortized on a straight line basis through December 31, 2035 as a reduction to property management fees, which are included in other operating expenses.

8


Select Income REIT
 
Condensed Consolidated Balance Sheets
 
(dollars in thousands, except per share data)
 
(unaudited) 
 
 
 
 
 
September 30,
 
December 31, 
 
 
 
 
 
2017
 
2016
ASSETS
 
 
 
 
 
Real estate properties:
 
 
 
 
 
 
Land
 
$
1,041,739

 
$
1,038,686

 
 
Buildings and improvements
 
3,176,330

 
3,103,734

 
 
 
 
4,218,069

 
4,142,420

 
 
Accumulated depreciation
 
(295,501
)
 
(242,628
)
 
 
 
 
 
3,922,568

 
3,899,792

 
Properties held for sale
 
5,829

 

 
Acquired real estate leases, net
 
493,780

 
506,298

 
Cash and cash equivalents
 
18,155

 
22,127

 
Restricted cash
 
103

 
44

 
Rents receivable, including straight line rents of $117,403 and $117,008, respectively, net of allowance for doubtful accounts of $1,149 and $873, respectively
 
122,292

 
124,089

 
Deferred leasing costs, net
 
11,443

 
10,051

 
Other assets, net
 
103,225

 
77,281

 
Total assets
 
$
4,677,395

 
$
4,639,682

 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
 
 
Unsecured revolving credit facility
 
$
102,000

 
$
327,000

 
Unsecured term loan, net
 
348,746

 
348,373

 
Senior unsecured notes, net
 
1,776,087

 
1,430,300

 
Mortgage notes payable, net
 
227,772

 
245,643

 
Accounts payable and other liabilities
 
92,783

 
101,605

 
Assumed real estate lease obligations, net
 
70,989

 
77,622

 
Rents collected in advance
 
20,127

 
18,815

 
Security deposits
 
8,411

 
11,887

 
Due to related persons
 
8,181

 
4,475

 
Total liabilities
 
2,655,096

 
2,565,720

 
 
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
 
 
 
 
 
Shareholders' equity:
 
 
 
 
 
 
Common shares of beneficial interest, $.01 par value: 125,000,000 shares authorized; 89,487,371 and 89,427,869 shares issued and outstanding, respectively
 
895

 
894

 
 
Additional paid in capital
 
2,180,845

 
2,179,669

 
 
Cumulative net income
 
506,138

 
441,307

 
 
Cumulative other comprehensive income
 
39,633

 
20,472

 
 
Cumulative common distributions
 
(705,212
)
 
(568,380
)
 
Total shareholders' equity
 
2,022,299

 
2,073,962

 
Total liabilities and shareholders' equity
 
$
4,677,395

 
$
4,639,682

(END)

9