0000726728-11-000058.txt : 20111006 0000726728-11-000058.hdr.sgml : 20111006 20111005185323 ACCESSION NUMBER: 0000726728-11-000058 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111005 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111006 DATE AS OF CHANGE: 20111005 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REALTY INCOME CORP CENTRAL INDEX KEY: 0000726728 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 330580106 STATE OF INCORPORATION: MD FISCAL YEAR END: 0801 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13374 FILM NUMBER: 111127984 BUSINESS ADDRESS: STREET 1: 600 LA TERRAZA BLVD CITY: ESCONDIDO STATE: CA ZIP: 92025 BUSINESS PHONE: 7607412111 MAIL ADDRESS: STREET 1: 600 LA TERRAZA BLVD CITY: ESCONDIDO STATE: CA ZIP: 92025 8-K 1 ri8k_100511.htm REALTY INCOME FORM 8-K ri8k_100511.htm



 
United States
Securities and Exchange Commission
Washington, D.C. 20549
 
Form 8-K
Current Report
 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of report: October 5, 2011
 
REALTY INCOME CORPORATION
(Exact name of registrant as specified in its charter)
 
Maryland
1-13374
33-0580106
(State or Other Jurisdiction of Incorporation or Organization)
(Commission File Number)
(IRS Employer Identification No.)
 
600 La Terraza Boulevard, Escondido, California 92025-3873
(Address of principal executive offices)
 
(760) 741-2111
(Registrant's telephone number, including area code)
 
N/A
(former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 

Item 7.01
Regulation FD Disclosure
 
On October 5, 2011, Realty Income Corporation (the “Company”) issued a press release announcing that during the third quarter of 2011, the Company invested approximately $462 million in 89 properties.  The properties are located in 15 states and are 100% leased to nine tenants in seven different industries, with an initial average lease yield of approximately 8.1%.  The Company also disclosed that it anticipates real estate portfolio acquisitions should exceed $850 million during 2011, with an initial average lease yield of approximately 8.0%.
 
Additionally, the Company announced that Friendly Ice Cream Corporation (“Friendly’s”), one of the Company’s tenants, filed for voluntary reorganization under Chapter 11 Federal Bankruptcy Laws.  Friendly’s leases 121 properties from the Company that, as of September 30, 2011, represented 3.6% of the Company’s rental revenue.  In its filing, Friendly’s rejected the leases on only 15 of the Company’s 121 properties, representing approximately $1.3 million annualized rent.  Any properties returned to the Company will be immediately available for re-lease to other tenants.  The Company anticipates that the majority of the properties should remain under lease, and that any stores that are vacated as a result of the filing will not have a material impact on the Company’s operations, or on its ability to pay and increase the amount of the monthly dividend.  As part of the press release announcing these items, the Company included its 2011 and 2012 earnings guidance.
 
A copy of the press release is attached hereto as Exhibit 99.1.  The information contained in Item 7.01 of this Current Report on Form 8-K and the information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, whether made before or after the date hereof, regardless of any general incorporation language in any such filing.
 
Item 9.01
Financial Statements and Exhibits
 
 
(d)  Exhibits
 
 
99.1   Press release dated October 5, 2011



 
 
 

 

SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: October 5, 2011
 
REALTY INCOME CORPORATION
   
 
By:
 
 
 /s/ MICHAEL R. PFEIFFER
       
Michael R. Pfeiffer
       
Executive Vice President, General Counsel and Secretary




 
 
 

 

 
INDEX TO EXHIBITS

Exhibit No.                               Description
 
99.1
Press release dated October 5, 2011



EX-99.1 2 exhibit_99-1.htm PRESS RELEASE ISSUED OCTOBER 5, 2011 exhibit_99-1.htm
Exhibit 99.1
 
Please Contact:
Paul M. Meurer
Executive Vice President,
Chief Financial Officer & Treasurer
(760) 741-2111, ext. 1109
 
REALTY INCOME COMPLETES $462 MILLION IN THIRD QUARTER ACQUISITIONS
Updates 2011 Acquisitions Outlook and Comments on Friendly’s Ice Cream Reorganization
Updates Earnings Guidance for 2011 and Initiates Guidance for 2012
 
ESCONDIDO, CALIFORNIA, October 5, 2011….Realty Income Corporation (Realty Income), the Monthly Dividend Company®, (NYSE: O), announced today that during the third quarter of 2011, the Company invested approximately $462 million in 89 properties. The properties are located in 15 states and are 100% leased to nine tenants in seven different industries, with an initial average lease yield of approximately 8.1%.
 
Commenting on these acquisitions, Tom A. Lewis, Chief Executive Officer stated, “We are pleased to have acquired these properties leased to a diverse group of tenants. This brings our total completed acquisitions during the first three quarters of 2011 to $826 million. These immediately accretive acquisitions will further diversify our property portfolio and will provide us with increased lease revenue from which to pay monthly dividends.”
 
2011 Acquisitions Outlook
Realty Income further disclosed that it anticipates real estate portfolio acquisitions should exceed $850 million during 2011. The Company had previously announced estimated acquisition volume of $600 to $800 million for the year. Realty Income also anticipates that the Company’s initial average contractual lease yield on its total investments under long-term net lease agreements, made during 2011, should be approximately 8.0%.
 
Property Portfolio Update
On October 5, 2011, Friendly’s Ice Cream, one of Realty Income’s tenants, filed for voluntary reorganization under Chapter 11 Federal Bankruptcy Laws. Friendly’s leases 121 properties from Realty Income that, as of September 30, 2011, represented 3.6% of Realty Income’s rental revenue. In its filing, Friendly’s rejected the leases on only 15 of Realty Income’s 121 properties, representing approximately $1.3 million annualized rent. Any properties returned to Realty Income will be immediately available for re-lease to other tenants. The Company views the reorganization of any one of its 135 tenants to be a “normal course of business” event. Since its listing on the New York Stock Exchange in 1994, Realty Income has had 23 of its tenants make similar filings and has historically retained a significant portion of the tenant’s pre-filing rent. Further, the Company believes that the majority of the properties it leases to Friendly’s are “profitable stores” for the Friendly’s restaurant chain. As such, the Company anticipates that the majority of the properties should remain under lease, and that any stores that are vacated as a result of the filing will not have a material impact on Realty Income’s operations, or on its ability to pay and increase the amount of the monthly dividend. The anticipated impact of this filing, as well as any other anticipated tenant issues, have been included in the Company’s 2011 and 2012 earnings guidance in this release.
 
2011 Earnings Update and Initiation of 2012 Earnings Guidance
Realty Income’s FFO per share has historically tended to be stable and fairly predictable because of the long-term leases that are the primary source of the Company’s revenue. There are, however, several factors that can cause FFO per share to vary from levels that have been anticipated by the Company. These factors include, but are not limited to, changes in interest rates and occupancy rates, periodically accessing the capital markets, the level and timing of property acquisitions and dispositions, lease rollovers, the general real estate market, the economy, and charges for property impairments.

 
 

 

2011 Estimates
Realty Income estimates that 2011 FFO per share should range from $1.97 to $1.98 per share, an increase of 7.7% to 8.2% over 2010 FFO per share of $1.83. FFO per share for 2011 is based on an estimated net income per share range of $1.13 to $1.14 plus estimated real estate depreciation of $0.90 and reduced by potential gains on sales of investment properties of $0.06 per share (in accordance with NAREIT’s definition of FFO).
 
The Company estimates that 2011 Adjusted Funds from Operations (AFFO) should range from $2.01 to $2.02 per share, an increase of 8.1% to 8.6% over 2010 AFFO per share of $1.86. AFFO per share estimates for 2011 are based on adding back items to FFO totaling approximately $0.08, that reduce net income in accordance with Generally Accepted Accounting Principles (GAAP), and deducting capitalized expenditures and straight-line rent revenue items totaling approximately $0.04, for a net increase of approximately $0.04 over FFO.
 
2012 Estimates
The Company estimates that 2012 FFO per share should range from $2.07 to $2.11 per share, an increase of 4.5% to 7.1% over 2011 estimated FFO per share of $1.97 to $1.98. Per share FFO for 2012 is based on an estimated net income per share range of $1.17 to $1.21 plus estimated real estate depreciation of $0.95 and reduced by potential gains on sales of investment properties of $0.05 per share (in accordance with NAREIT’s definition of FFO).
 
The Company estimates that 2012 Adjusted Funds from Operations (AFFO) should range from $2.11 to $2.16 per share, an increase of 4.5% to 7.5% over 2011 estimated AFFO per share of $2.01 to $2.02. Per share AFFO estimate for 2012 is based on adding back items to FFO totaling $0.08 to $0.09, that reduce net income in accordance with Generally Accepted Accounting Principles (GAAP), and deducting capitalized expenditures and straight-line rent revenue items totaling approximately $0.04, for a net increase of $0.04 to $0.05 over FFO.
 
The Company considers FFO and AFFO to be appropriate supplemental measures of a Real Estate Investment Trust’s (REIT’s) operating performance. Realty Income defines FFO consistent with the National Association of Real Estate Investment Trust’s (NAREIT’s) definition as net income available to common stockholders plus depreciation and amortization of real estate assets, reduced by gains on sales of investment properties and extraordinary items. AFFO further adjusts FFO for unique revenue and expense items which are not pertinent to the measurement of our ongoing operating performance.
 
Included in the 2011 and 2012 FFO and AFFO estimates is the anticipated impact of the Friendly’s Ice Cream reorganization filing. In addition, the Company has included the potential impact of one or more of its other tenants, equating to 5% of its portfolio rents, filing similar reorganizations during 2012. While Realty Income has not identified which, if any, tenants might make such a filing, the Company believes it is prudent to make such an assumption given recent developments in the United States economy.
 
Realty Income has historically been comfortable with an AFFO dividend payout ratio that is between 85% to 90%. In recent history, the Company has increased its monthly dividend, on a quarterly basis, in the amount of $0.0003125, or about 1.0% annually. To the extent that Realty Income’s AFFO dividend payout ratio goes below 85%, absent mitigating circumstances, the Company could accelerate dividend increases in order to maintain its dividend payout ratio within the 85% - 90% range. Dividend payments, however, are made only when declared by the Board of Directors after reviewing Realty Income’s financial condition each month. In addition, past performance is no guarantee of future performance, and there is also no guarantee that Realty Income will continue to increase its dividend in future quarters or choose to increase its dividend above the 85% payout ratio should that circumstance occur.
 
About the Company
Realty Income is The Monthly Dividend Company®, a New York Stock Exchange real estate company dedicated to providing shareholders with dependable monthly income. To date, the Company has paid 494 consecutive monthly dividend payments throughout its 42-year operating history. The monthly income is supported by the cash flow from over 2,600 properties owned under long-term lease agreements with over 130 leading regional and national retail chains and other commercial enterprises. The Company is an active buyer of commercial properties nationwide. Additional information about the Company can be obtained from the corporate website at www.realtyincome.com.
 
Consistent with Realty Income’s disclosure policy, the Company does not disclose the lease rate on an individual tenant transaction. Lease rates, terms, and conditions are competitive in nature and are a major component of the Company’s new business development program. The Company believes the disclosure of individual rate negotiations would be damaging to its competitive position and its ability to complete new property acquisitions. As in the past, Realty Income will announce its blended lease rate and lease terms, on a cumulative basis, in the Company’s quarterly press release on operations.
 
 
 

 

Forward-Looking Statements
Statements in this press release, which are not strictly historical, are “forward-looking” statements. Forward-looking statements involve known and unknown risks, which may cause the Company’s actual future results to differ materially from expected results. These risks include, among others, general economic conditions, local real estate conditions, tenant financial health, the availability of capital to finance planned growth, property acquisitions and the timing of these acquisitions, charges for property impairments, the outcome of any legal proceedings to which the Company is a party, and the profitability of the Company’s subsidiary, Crest Net Lease, as described in the Company’s filings with the Securities and Exchange Commission. Consequently, forward-looking statements should be regarded solely as reflections of the Company’s current operating plans and estimates. Actual operating results may differ materially from what is expressed or forecast in this press release. The Company undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date these statements were made.
 
Note to Editors:
Realty Income press releases are available at no charge by calling our toll-free investor hotline number: 888-811-2001, or through the Internet at http://www.realtyincome.com/invest/newsroom-library/press-releases.shtml.