EX-99.1 2 brx8k10242016ex991.htm EX 99.1 Exhibit
Exhibit 99.1
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450 Lexington Avenue : New York, NY 10017 : 800.468.7526





FOR IMMEDIATE RELEASE

CONTACT:
Stacy Slater                            
Senior Vice President, Investor Relations            
800.468.7526                             
stacy.slater@brixmor.com

BRIXMOR PROPERTY GROUP REPORTS THIRD QUARTER 2016 RESULTS

NEW YORK, October 24, 2016 - Brixmor Property Group Inc. (NYSE: BRX) (“Brixmor” or the “Company”) announced today its operating results for the three months ended September 30, 2016. Net income attributable to common stockholders was $0.19 per diluted share compared with $0.18 per diluted share in the comparable 2015 period. Key highlights for the quarter include:

Executed 2.0 million square feet of new and renewal leases or 3.5 million square feet including options exercised
Achieved comparable new and renewal rent spreads of 14.7%
Realized leased occupancy of 92.6%, consistent with the same period in the prior year, despite the impact of retailer bankruptcies
Increased small shop leased occupancy by 100 basis points year-over-year to 85.0%
Completed nine anchor space repositioning projects and four outparcel developments and significantly expanded the redevelopment pipeline
Generated same property NOI growth of 2.0%
Grew FFO per diluted share 5% year-over-year, excluding non-cash GAAP rental adjustments and items that impact comparability
Increased dividend 6%
Issued $500 million of 3.25% Senior Notes due 2023 and amended and restated $2.75 billion credit facility
Revised NAREIT FFO per share - diluted guidance for 2016 to $2.04 - $2.06 from previous guidance of $2.03 - $2.06

“I’m very pleased with our progress this quarter on all fronts. We increased small shop occupancy, which rose 100 basis points over last year to 85%, while also driving healthy rent spreads and new leasing activity with leading tenants such as Kroger, Total Wine, and Ulta. We drove further value creation by delivering $20 million of anchor space repositioning projects at double digit yields and by expanding our pipeline of reinvestments in our properties to $175 million at an expected yield of 10 - 12%," commented James Taylor, President and Chief Executive Officer. 

Mr. Taylor added, "We also continued to strengthen our balance sheet, with the issuance of $500 million of seven-year Senior Notes and the amendment and restatement of our $2.75 billion credit facility, while Blackstone Real Estate Partners fully monetized their position in Brixmor, enhancing liquidity for our shareholder base. We are very well positioned to accelerate value creation at the asset level and execute our plan of sustainable growth.”





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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



FINANCIAL HIGHLIGHTS
Net Income
For the three months ended September 30, 2016 and 2015, net income attributable to common stockholders was $57.5 million, or $0.19 per diluted share, and $53.8 million, or $0.18 per diluted share, respectively.
For the nine months ended September 30, 2016 and 2015, net income attributable to common stockholders was $182.4 million, or $0.61 per diluted share, and $138.3 million, or $0.46 per diluted share, respectively.

NAREIT FFO
For the three months ended September 30, 2016 and 2015, NAREIT FFO was $154.9 million, or $0.51 per diluted share and $156.2 million, or $0.51 per diluted share, respectively. Results for the three months ended September 30, 2016 include a loss on extinguishment of debt, net and other items that impact FFO comparability of ($2.1) million, or ($0.01) per diluted share. Results for the three months ended September 30, 2015 include an adjustment of tax reserves for pre-IPO transactions and other items that impact FFO comparability of $4.1 million, or $0.01 per diluted share.
For the nine months ended September 30, 2016 and 2015, NAREIT FFO was $468.9 million, or $1.54 per diluted share and $444.4 million, or $1.46 per diluted share, respectively. Results for the nine months ended September 30, 2016 include expenses related to the previously disclosed Audit Committee review, executive severance expenses and other items that impact FFO comparability of ($9.0) million, or ($0.03) per diluted share. Results for the nine months ended September 30, 2015 include a non-recurring charge related to pre-IPO compensation programs and transaction expenses, offset by an adjustment of tax reserves for pre-IPO transactions, and other items that impact FFO comparability of ($7.1) million, or ($0.02) per diluted share.

Same Property NOI
Same property NOI for the three and nine months ended September 30, 2016 increased 2.0% and 2.7%, respectively, from the comparable 2015 period.

Dividend
The Company’s Board of Directors declared a quarterly cash dividend of $0.26 per common share (equivalent to $1.04 per annum) for the fourth quarter of 2016, which represents a 6% increase.
The dividend is payable on January 17, 2017 to stockholders of record on January 5, 2017, representing an ex-dividend date of January 3, 2017.

PORTFOLIO AND INVESTMENT ACTIVITY
Value Creation Opportunities
During the three months ended September 30, 2016, the Company completed nine anchor space repositioning projects and added two new projects to its pipeline.  At September 30, 2016, the anchor space repositioning pipeline was comprised of 15 projects, the aggregate cost of which is expected to be approximately $33 million.








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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



During the three months ended September 30, 2016, the Company completed four outparcel developments and at September 30, 2016, the outparcel development pipeline was comprised of 11 projects, the aggregate cost of which is expected to be approximately $19 million. In addition, the new development pipeline was comprised of one project, the cost of which is expected to be approximately $19 million.
The Company also added two new redevelopment projects and moved five anchor space repositioning projects to its redevelopment pipeline.  At September 30, 2016, the redevelopment pipeline was comprised of eight projects, the aggregate cost of which is expected to be approximately $104 million.

Acquisitions
On September 22, 2016, the Company acquired a 28,500 square foot vacant anchor space for approximately $7 million at Rose Pavilion in Pleasanton, California, a shopping center owned by the Company. The acquired space was subsequently leased to Total Wine & More, as part of a redevelopment of the shopping center.

Dispositions
During the three months ended September 30, 2016, the Company generated approximately $11 million of gross proceeds through the sale of two properties.

CAPITAL STRUCTURE
Unsecured Notes
On August 15, 2016, the Company’s Operating Partnership, Brixmor Operating Partnership LP (the “Operating Partnership”), issued $500 million aggregate principal amount of 3.25% Senior Notes due 2023 at 99.736% of par value. Proceeds from the offering were utilized to repay outstanding indebtedness under the Company’s $1.25 billion unsecured revolving credit facility (the “Revolver”) and for general corporate purposes.

Credit Facility
As previously announced, on July 25, 2016, the Operating Partnership executed an amendment and restatement to its $2.75 billion credit facility (the “Facility”), extending its weighted average maturity and lowering the aggregate pricing. The amended Facility provides for (i) a three-year extension on the Revolver to July 31, 2020 at an effective interest rate of LIBOR plus 145 basis points and (ii) a reallocation of the existing unsecured term loan that was to mature on July 31, 2018 into two tranches (the “Term Loans”), comprised of a $1.0 billion tranche A term loan maturing July 31, 2018 and a $500.0 million tranche B term loan maturing July 31, 2021, both at an effective interest rate of LIBOR plus 135 basis points.

Secured Mortgages
During the three months ended September 30, 2016, the Company repaid $687 million of mortgage indebtedness, including amortization, at an average interest rate of 5.43%, increasing its unencumbered asset base to 72% of properties at September 30, 2016.











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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



GUIDANCE
The Company has revised its NAREIT FFO per share - diluted expectations for 2016 and the key underlying assumptions as follows:

2016E (dollars in millions, except per share amounts)
 
Updated Guidance
 
Prior Guidance
NAREIT FFO per share - diluted
 
$2.04 - $2.06
 
$2.03 - $2.06
Key Underlying Assumptions
 
 
 
 
Same property NOI growth
 
2.5 - 3.0%
 
2.5 - 3.5%
Percent leased (at year-end)
 
92.8 - 93.0%
 
92.8 - 93.0%
Total rent spread (cash)
 
10 - 15%
 
10 - 15%
Total leasing related capital expenditures
 
$155 - $175
 
$155 - $175
Anchor space repositioning and redevelopment related spending
 
$95 - $110
 
$95 - $110
General and administrative expenses (1)
 
 $92 - $93
 
 $92 - $94
Audit committee review expenses
 
$4
 
$4
Executive severance expenses
 
$2
 
$2
Straight-line rental income, amortization of above- and below-market rent and tenant inducements and straight-line ground rent expense
 
$47 - $49
 
$47 - $50
Cash interest expense
 
$233 - $234
 
$233 - $235
GAAP interest expense
 
$227 - $228
 
$227 - $229
Dispositions
 
$100 - $125
 
$75 - $175

(1) Does not include any expectations of additional one-time items, including, but not limited to, litigation and other non-routine legal expenses.

The following table provides a reconciliation of the range of estimated 2016 NAREIT FFO to net income attributable to common stockholders.

(Unaudited, dollars in millions, except per share amounts)
 
 
 
2016E
 
2016E Per Common Share - Diluted
Net income attributable to common stockholders
$249 - $255
 
$0.81 - $0.83
Depreciation and amortization
$381
 
$1.25
Gain on disposition of operating properties
($10)
 
($0.03)
Impairment of real estate assets
$2
 
$0.01
NAREIT FFO
$622 - $628
 
$2.04 - $2.06








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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



CONNECT WITH BRIXMOR
For additional information, please visit www.brixmor.com;
Follow Brixmor on Twitter at www.twitter.com/Brixmor;
Find Brixmor on LinkedIn at www.linkedin.com/company/brixmor.

CONFERENCE CALL AND SUPPLEMENTAL INFORMATION
The Company will host a teleconference on Tuesday, October 25, 2016 at 10:00 AM ET.   To participate, please dial 888.317.6003 (domestic) or 412.317.6061 (international) at least ten minutes prior to the scheduled start of the call (Passcode: 2633815).  The teleconference can also be accessed via a live webcast at www.brixmor.com in the Investors section. A replay of the teleconference will be available through midnight ET on November 9, 2016 by dialing 877.344.7529 (domestic) or 412.317.0088 (international) (Passcode: 10091678) or via the web through October 25, 2017 at www.brixmor.com in the Investors section.

The Company’s Supplemental Disclosure will be posted at www.brixmor.com in the Investors section.  These materials are also available to all interested parties upon request to the Company at investorrelations@brixmor.com or 800.468.7526.

NON-GAAP DISCLOSURES
NAREIT FFO
NAREIT FFO is a supplemental non-GAAP performance measure utilized to evaluate the operating performance of real estate companies. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) in accordance with GAAP excluding (i) gain (loss) on disposition of operating properties, and (ii) extraordinary items, plus (iii) depreciation and amortization of operating properties, (iv) impairment of operating properties and real estate equity investments, and (v) after adjustments for joint ventures calculated to reflect funds from operations on the same basis. 
 
The Company presents NAREIT FFO as it considers it an important supplemental measure of its operating performance and the Company believes it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. The Company believes NAREIT FFO assists investors  in analyzing Brixmor’s comparative operating and financial performance because, by excluding gains and losses related to dispositions of previously depreciated operating properties, real estate-related depreciation and amortization of continuing operations and unconsolidated joint ventures and impairment of operating properties (which can vary among owners of properties in similar condition based on historical cost accounting and useful life estimates), investors can compare the operating performance of a company’s real estate between periods or as compared to different companies. 
 
NAREIT FFO should not be considered as an alternative to net income (determined in accordance with GAAP) as an indicator of financial performance and is not an alternative to cash flow from operating activities (determined in accordance with GAAP) as a measure of liquidity.
 






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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



Non-GAAP performance measures have limitations as they do not include all items of income and expense that affect operations and, accordingly, should always be considered as supplemental to financial results presented in accordance with GAAP. Computation of NAREIT FFO may differ in certain respects from the methodology utilized by other REITs and, therefore, may not be comparable to similarly titled measures presented by such other REITs. Investors are cautioned that items excluded from NAREIT FFO are significant components in understanding and addressing financial performance.  A reconciliation of NAREIT FFO to Net income is presented in the attached table.

Same Property NOI
Same property NOI is calculated (using properties owned for the entirety of both periods excluding properties under development or pending stabilization), as rental income (base rent, percentage rents, expense reimbursements and other property income) less rental operating expenses (operating costs, real estate taxes and provision for doubtful accounts. Same Property NOI includes unconsolidated joint venture, Montecito Marketplace, at pro rata share.  Same property NOI excludes corporate level income (including management, transaction and other fees), lease termination fees, straight-line rental income, amortization of above- and below-market rent and tenant inducements, straight-line ground rent expense and income / expense associated with the captive insurance entity.

Same property NOI is a supplemental, non-GAAP performance measure utilized to evaluate the operating performance of real estate companies and the Company believes it is frequently used by securities analysts, investors and other interested parties in understanding business and operating results regarding the underlying economics of Brixmor's business operations.

It includes only the net operating income of properties owned and stabilized for the full period presented, which eliminates disparities in net income due to the acquisition, disposition or stabilization of development properties during the period presented, and therefore, provides a more consistent metric for comparing the performance of properties. Management uses same property NOI to review operating results for comparative purposes with respect to previous periods or forecasts, and also to evaluate future prospects. Same property NOI is not intended to be a performance measure that should be regarded as an alternative to, or more meaningful than, net income (determined in accordance with GAAP) or other GAAP financial measures. Non-GAAP financial measures have limitations as they do not include all items of income and expense that affect operations, and accordingly, should always be considered as supplemental to financial results presented in accordance with GAAP.  Computation of same property NOI may differ in certain respects from the methodology utilized by other REITs and, therefore, may not be comparable to such other REITs. 

ABOUT BRIXMOR PROPERTY GROUP
Brixmor Property Group, a real estate investment trust (REIT), is a leading owner and operator of high-quality, open-air shopping centers. The Company’s more than 500 retail centers comprise 86 million square feet in market-dominant locations across the nation and are supported by a diverse mix of highly productive non-discretionary and value-oriented retailers, as well as service and entertainment users. Brixmor is committed to maximizing the value of its portfolio by prioritizing investments, cultivating relationships and capitalizing on embedded growth opportunities through driving rents, increasing occupancy and pursuing repositioning and redevelopment projects. Headquartered in New York City, Brixmor is a partner to more than 5,500 best-in-class national, regional and local tenants and is the largest landlord to The TJX Companies and The Kroger Company.




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450 Lexington Avenue : New York, NY 10017 : 800.468.7526



SAFE HARBOR LANGUAGE
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements include, but are not limited to, statements related to the Company’s expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the Company’s filings with the SEC. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

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CONSOLIDATED BALANCE SHEETS
 
 
 
 
Unaudited, dollars in thousands, except share information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9/30/16
 
12/31/15
 
 
Assets
 
 
 
 
 
 
Real estate
 
 
 
 
 
 
 
Land
$
2,004,264

 
$
2,011,947

 
 
 
 
Buildings and tenant improvements
8,012,060

 
7,976,529

 
 
 
 
Construction in process
98,573

 
66,797

 
 
 
 
Lease intangibles
845,093

 
877,577

 
 
 
 
 
 
10,959,990

 
10,932,850

 
 
 
 
Accumulated depreciation and amortization
(2,100,229
)
 
(1,880,685
)
 
 
 
Real estate, net
8,859,761

 
9,052,165

 
 
 
Investments in and advances to unconsolidated joint ventures
5,044

 
5,019

 
 
 
Cash and cash equivalents
31,143

 
69,528

 
 
 
Restricted cash
45,662

 
41,462

 
 
 
Marketable securities
26,580

 
23,001

 
 
 
Receivables, net of allowance for doubtful accounts of $17,831 and $16,587
176,086

 
180,486

 
 
 
Deferred charges and prepaid expenses, net
127,201

 
109,149

 
 
 
Other assets
41,232

 
17,197

 
 
Total assets
$
9,312,709

 
$
9,498,007

 
 
 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
Debt obligations, net
$
5,857,431

 
$
5,974,266

 
 
 
Accounts payable, accrued expenses and other liabilities
566,744

 
603,439

 
 
Total liabilities
6,424,175

 
6,577,705

 
 
 
 
 
 
 
 
 
 
 
Equity
 
 
 
 
 
 
Common stock, $0.01 par value; authorized 3,000,000,000 shares;
 
 
 
 
 
 
 
304,321,127 and 299,138,450 shares outstanding
3,043

 
2,991

 
 
 
Additional paid in capital
3,321,475

 
3,270,246

 
 
 
Accumulated other comprehensive loss
(15
)
 
(2,509
)
 
 
 
Distributions in excess of net income
(440,348
)
 
(400,945
)
 
 
Total stockholders' equity
2,884,155

 
2,869,783

 
 
 
Non-controlling interests
4,379

 
50,519

 
 
Total equity
2,888,534

 
2,920,302

 
 
Total liabilities and equity
$
9,312,709

 
$
9,498,007

 








 
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CONSOLIDATED STATEMENTS OF OPERATIONS
Unaudited, dollars in thousands, except per share amounts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
 
 
 
9/30/16
 
9/30/15
 
9/30/16
 
9/30/15
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
Rental income
$
247,859

 
$
245,829

 
$
744,580

 
$
733,429

 
 
Expense reimbursements
69,469

 
65,304

 
200,944

 
200,570

 
 
Other revenues
1,249

 
1,892

 
6,214

 
6,430

 
Total revenues
318,577

 
313,025

 
951,738

 
940,429

 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
 
 
Operating costs
31,041

 
27,952

 
97,507

 
93,779

 
 
Real estate taxes
47,812

 
45,472

 
130,886

 
133,635

 
 
Depreciation and amortization
98,337

 
102,439

 
294,634

 
315,424

 
 
Provision for doubtful accounts
2,218

 
1,953

 
6,579

 
6,973

 
 
Impairment of real estate assets
1,971

 

 
1,971

 
807

 
 
General and administrative
21,787

 
22,030

 
69,709

 
73,030

 
Total operating expenses
203,166

 
199,846

 
601,286

 
623,648

 
 
 
 
 
 
 
 
 
 
 
 
 
Other income (expense)
 
 
 
 
 
 
 
 
 
Dividends and interest
89

 
57

 
481

 
241

 
 
Interest expense
(57,855
)
 
(61,567
)
 
(171,482
)
 
(186,289
)
 
 
Gain on sale of real estate assets
2,450

 

 
10,232

 
9,224

 
 
Gain (loss) on extinguishment of debt, net
(1,042
)
 
137

 
(949
)
 
922

 
 
Other
(1,370
)
 
2,880

 
(4,258
)
 
(115
)
 
Total other expense
(57,728
)
 
(58,493
)
 
(165,976
)
 
(176,017
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Income before equity in income of unconsolidated joint ventures
57,683

 
54,686

 
184,476

 
140,764

 
Equity in income of unconsolidated joint ventures
122

 
133

 
348

 
358

 
Net income
57,805

 
54,819

 
184,824

 
141,122

 
Net (income) attributable to non-controlling interests
(313
)
 
(1,046
)
 
(2,399
)
 
(2,814
)
 
Net income attributable to common stockholders
$
57,492

 
$
53,773

 
$
182,425

 
$
138,308

 
 
 
 
 
 
 
 
 
 
 
 
 
Per common share:
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders:
 
 
 
 
 
 
 
 
 
 
Basic
$
0.19

 
$
0.18

 
$
0.61

 
$
0.46

 
 
 
Diluted
$
0.19

 
$
0.18

 
$
0.61

 
$
0.46

 
 
Weighted average shares:
 
 
 
 
 
 
 
 
 
 
Basic
303,013

 
298,464

 
300,697

 
297,714

 
 
 
Diluted
               303,521

 
              298,936

 
                301,146

 
              304,706








 
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FUNDS FROM OPERATIONS (FFO)
Unaudited, dollars in thousands, except per share amounts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
 
 
 
9/30/16
 
9/30/15
 
9/30/16
 
9/30/15
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
$
57,805

 
$
54,819

 
$
184,824

 
$
141,122

 
 
Gain on disposition of operating properties
(2,450
)
 

 
(10,232
)
 
(9,224
)
 
 
Depreciation and amortization- real estate related- continuing operations
97,570

 
101,360

 
292,295

 
311,637

 
 
Depreciation and amortization- real estate related- unconsolidated joint ventures
23

 
16

 
68

 
59

 
 
Impairment of real estate assets
1,971

 

 
1,971

 
807

 
NAREIT FFO
$
154,919

 
$
156,195

 
$
468,926

 
$
444,401

 
 
 
 
 
 
 
 
 
 
 
 
 
NAREIT FFO per share/OP Unit - diluted
$
0.51

 
$
0.51

 
$
1.54

 
$
1.46

 
Weighted average shares/OP Units outstanding - basic and diluted (1)
305,167

 
304,752

 
305,026

 
304,716

 
 
 
 
 
 
 
 
 
 
 
 
 
Items that impact FFO comparability
 
 
 
 
 
 
 
 
 
Litigation and other non-routine legal expenses
$
(614
)
 
$

 
$
(958
)
 
$

 
 
Shareholder equity offering expenses
(314
)
 

 
(764
)
 
(606
)
 
 
Transaction expenses
(85
)


 
(296
)
 
(1,487
)
 
 
Executive equity based compensation (2)

 

 
(88
)
 

 
 
Executive severance expenses

 

 
(2,260
)
 

 
 
Audit committee review expenses

 

 
(3,711
)
 

 
 
Non-recurring charge related to pre-IPO compensation programs

 

 

 
(9,875
)
 
 
Adjustment of tax reserves for pre-IPO transactions

 
3,949

 

 
3,949

 
 
Gain (loss) on extinguishment of debt, net
(1,042
)
 
137

 
(949
)
 
922

 
Total items that impact FFO comparability
$
(2,055
)
 
$
4,086

 
$
(9,026
)
 
$
(7,097
)
 
Items that impact FFO comparability, net per share
$
(0.01
)
 
$
0.01

 
$
(0.03
)
 
$
(0.02
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Additional Disclosures
 
 
 
 
 
 
 
 
 
Straight-line rental income, net (3)
$
3,324

 
$
4,508

 
$
9,838

 
$
13,814

 
 
Amortization of above- and below-market rent and tenant inducements, net (4)
9,090

 
9,938

 
28,766

 
34,391

 
 
Straight-line ground rent (expense) income (5)
(78
)
 
11

 
(975
)
 
34

 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends declared per share/OP Unit
$
0.245

 
$
0.225

 
$
0.735

 
$
0.675

 
Shares/OP Unit dividends declared
$
74,651

 
$
68,464

 
$
223,932

 
$
205,398

 
Share/OP Unit dividend payout ratio (as % of NAREIT FFO)
48.2
%
 
43.8
%
 
47.8
%
 
46.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Basic and diluted shares/OP Units outstanding reflects an assumed conversion of vested OP Units to common stock of the Company and the vesting of certain equity awards.
 
(2) Represents equity based compensation expense associated with executive departures for the nine months ended September 30, 2016.
 
 
 
 
(3) Includes unconsolidated joint venture Montecito Marketplace straight-line rental income of $10 and $5 at pro rata share for the three and nine months ended September 30, 2016,
 respectively; and straight-line rental expense of $5 and $8 at pro rata share for the three and nine months ended September 30, 2015, respectively.
 
 
 
 
(4) Includes unconsolidated joint venture Montecito Marketplace amortization of above- and below-market rent and tenant inducements of $7 and $22 at pro rata share for the three and nine
months ended September 30, 2016, respectively; and $8 and $24 at pro rata share for the three and nine months ended September 30, 2015, respectively.
 
 
 
(5) Straight-line ground rent (expense) income is included in Operating costs on the Consolidated Statements of Operations.
 
 
 
 
 
 








 
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SAME PROPERTY NOI ANALYSIS & RECONCILIATION OF NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
Unaudited, dollars in thousands
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
Nine Months Ended
 
 
 
 
 
 
 
 
9/30/16
 
9/30/15
 
Change
 
9/30/16
 
9/30/15
 
Change
 
Same Property NOI Analysis (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of properties
 
514

 
514

 
 
512

 
512

 
 
Percent billed
 
90.6
%
 
90.9
%
 
(0.3%)
 
90.6
%
 
90.9
%
 
(0.3%)
 
Percent leased
 
92.6
%
 
92.5
%
 
0.1%
 
92.6
%
 
92.5
%
 
0.1%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Base rent
 
$
229,585

 
$
224,100

 
 
 
$
681,672

 
$
665,299

 
 
 
 
Ancillary and other
 
4,494

 
4,899

 
 
 
12,210

 
12,975

 
 
 
 
Expense reimbursements
 
69,483

 
65,154

 
 
 
199,963

 
199,799

 
 
 
 
Percentage rents
 
1,043

 
1,535

 
 
 
5,336

 
5,082

 
 
 
 
 
 
 
 
304,605

 
295,688

 
3.0%
 
899,181

 
883,155

 
1.8%
 
Operating expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating costs
 
(31,107
)
 
(29,210
)
 
 
 
(96,355
)
 
(94,758
)
 
 
 
 
Real estate taxes
 
(47,743
)
 
(45,318
)
 
 
 
(130,018
)
 
(133,071
)
 
 
 
 
Provision for doubtful accounts
 
(2,171
)
 
(1,973
)
 
 
 
(6,564
)
 
(6,858
)
 
 
 
 
 
 
 
 
(81,021
)
 
(76,501
)
 
5.9%
 
(232,937
)
 
(234,687
)
 
(0.7%)
 
Same property NOI
 
$
223,584

 
$
219,187

 
2.0%
 
$
666,244

 
$
648,468

 
2.7%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Same property NOI excluding redevelopments (2)
 
$
214,634

 
$
210,210

 
2.1%
 
$
639,633

 
$
622,476

 
2.8%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NOI margin
 
73.4
%
 
74.1
%
 
(0.7%)
 
74.1
%
 
73.4
%
 
0.7%
 
Expense recovery ratio
 
88.1
%
 
87.4
%
 
0.7%
 
88.3
%
 
87.7
%
 
0.6%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percent contribution to same property NOI growth:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Change
 
Percent Contribution
 
 
 
Change
 
Percent Contribution
 
 
 
 
Base rent
 
$
5,485

 
2.5%
 
 
 
$
16,373

 
2.6%
 
 
 
 
Ancillary and other
 
(405
)
 
(0.2%)
 
 
 
(765
)
 
(0.1%)
 
 
 
 
Net recoveries
 
7

 
0.0%
 
 
 
1,620

 
0.2%
 
 
 
 
Percentage rents
 
(492
)
 
(0.2%)
 
 
 
254

 
0.0%
 
 
 
 
Provision for doubtful accounts
 
(198
)
 
(0.1%)
 
 
 
294

 
0.0%
 
 
 
 
 
 
 
 
 
 
2.0%
 
 
 
 
 
2.7%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of Net Income Attributable to Common Stockholders to Same Property NOI
 
 
 
 
 
 
 
 
 
 
Same property NOI (1)
 
$
223,584

 
$
219,187

 
 
 
$
666,244

 
$
648,468

 
 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-same property NOI
 
396

 
2,301

 
 
 
5,080

 
6,272

 
 
 
 
Lease termination fees
 
1,174

 
1,548

 
 
 
7,537

 
2,266

 
 
 
 
Straight-line rental income, net
 
3,314

 
4,513

 
 
 
9,833

 
13,822

 
 
 
 
Amortization of above- and below-market rent and tenant inducements, net
 
9,083

 
9,930

 
 
 
28,744

 
34,367

 
 
 
 
Fee Income
 
217

 
359

 
 
 
855

 
1,380

 
 
 
 
Straight-line ground rent (expense) income
 
(78
)
 
11

 
 
 
(975
)
 
34

 
 
 
 
Depreciation and amortization
 
(98,337
)
 
(102,439
)
 
 
 
(294,634
)
 
(315,424
)
 
 
 
 
Impairment of real estate assets
 
(1,971
)
 

 
 
 
(1,971
)
 
(807
)
 
 
 
 
General and administrative
 
(21,787
)
 
(22,030
)
 
 
 
(69,709
)
 
(73,030
)
 
 
 
 
Total other expense
 
(57,728
)
 
(58,493
)
 
 
 
(165,976
)
 
(176,017
)
 
 
 
 
Equity in income of unconsolidated joint ventures
 
122

 
133

 
 
 
348

 
358

 
 
 
 
Pro rata share of same property NOI of unconsolidated joint ventures
 
(184
)
 
(201
)
 
 
 
(552
)
 
(567
)
 
 
 
 
Net income attributable to non-controlling interests
 
(313
)
 
(1,046
)
 
 
 
(2,399
)
 
(2,814
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income attributable to common stockholders
 
$
57,492

 
$
53,773

 
 
 
$
182,425

 
$
138,308

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Includes unconsolidated joint venture, Montecito Marketplace, at pro rata share, except for number of properties, percent billed and percent leased which are at 100%.
 
 
(2) Excludes eight redevelopment properties.
 
 
 
 
 
 
 
 
 
 
 
 




 
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