EX-99 3 a04-1681_1ex99.htm EX-99

Exhibit 99

 

For Immediate Release

 

For Investor Inquires, contact:

January 28, 2004

 

Thomas K. Peck

2004-03

 

317/808-6168

 

 

 

For Media Inquires, contact:

 

 

Donna M. Hovey

 

 

317/808-6137

 

Duke Realty Announces Fourth Quarter Earnings

 

Common and Preferred Stock Dividends Also Announced

 

Indianapolis - Duke Realty Corporation (DRE/NYSE) reported today that net income available for common shareholders for the fourth quarter of 2003 was $49.7 million on revenues of $213.1 million, compared to $21.6 million on revenues of $184.8 million for the fourth quarter last year.  On a per share basis, fourth quarter net income available for common shareholders was $0.36 per share compared with $0.16 per share for the fourth quarter of 2002, a 125.0 percent increase.  For all of 2003, net income available for common shareholders was $1.19 per share, compared with $1.14 per share in 2002, a 4.4 percent increase.  All per share amounts reported are diluted with basic per share information also included in the financial table accompanying this press release.

 

Diluted funds from operations available for common shareholders (“FFO”) were $106.2 million for the fourth quarter of 2003 versus $75.3 million for the same period in 2002.  On a per share basis, fourth quarter FFO increased 41.7 percent to $0.68 compared to $0.48 for the fourth quarter of 2002.  For the year ended December 31, 2003, FFO was $2.45 per share compared to $2.36 per share in 2002, an increase of 3.8 percent.  FFO is a supplemental non-GAAP financial measurement used as a standard in the real estate industry to measure and compare the operating performance of real estate companies.  FFO is defined by the National Association of Real Estate Investment Trusts (“NAREIT”) as net income or loss, excluding gains or losses from sales of depreciated property, plus operating property depreciation and amortization and adjustments for minority interest and unconsolidated companies on the same basis.  A reconciliation of FFO to GAAP net income is included in the financial tables accompanying this press release.

 

Summary of Accounting Changes

 

Included in the Company’s financial statements is the effect of its adoption of the SEC’s July 31, 2003 Staff Policy Statement that clarifies the application of FASB-EITF Topic D-42, “The Effect on the Calculation of

 

-more-

 



 

Earnings per Share for the Redemption or Induced Conversion of Preferred Stock.”  This resulted in reductions in net income and FFO, on a diluted basis, for the third and fourth quarters of 2002 of $645,000 and $7.5 million, respectively.  Additionally, in the fourth quarter of 2003, Duke redeemed its Series H Preferred units, which had a carrying value higher than the redemption amount.  This resulted in a $3.0 million positive adjustment to Minority Interest in Earnings of Preferred Unitholders.

 

The Company has also adopted recent guidance from the SEC requiring the inclusion of impairment adjustments in the calculation of FFO.  The Company has restated its basic and diluted FFO for 2002 and 2003 to reflect these charges.  Impairment adjustments were $9.4 million and $500,000 for the years ended December 31, 2002 and 2003, respectively.  The following table summarizes the effect of the adoption of the SEC’s guidance regarding impairment adjustments and of FASB-EITF Topic D-42 on the Company’s diluted net income and FFO per share:

 

 

 

Three months ended
December 31, 2003

 

Three months ended
December 31, 2002

 

Year ended
2003

 

Year ended
2002

 

Diluted EPS before accounting change

 

$

0.34

 

$

0.21

 

$

1.17

 

$

1.19

 

EITF D-42 Adjustment

 

$

0.02

 

$

(0.05

)

$

0.02

 

$

(0.05

)

Reported Diluted EPS

 

$

0.36

 

$

0.16

 

$

1.19

 

$

1.14

 

 

 

 

Three months ended
December 31, 2003

 

Three months ended
December 31, 2002

 

Year ended
2003

 

Year ended
2002

 

Diluted FFO before accounting change

 

$

0.66

 

$

0.59

 

$

2.43

 

$

2.48

 

EITF D-42 Adjustment

 

$

0.02

 

$

(0.05

)

$

0.02

 

$

(0.05

)

Impairment Adjustment

 

 

$

(0.06

)

 

$

(0.06

)

Reported Diluted FFO

 

$

0.68

 

$

0.48

 

$

2.45

 

$

2.36

 

 

Additionally, the Company’s Board of Directors declared a quarterly dividend of $.46 per common share, or $1.84 per share on an annualized basis.  The dividend is payable on February 27, 2004 to common shareholders of record on February 12, 2004.

 

The Board also declared today the following dividends on the Company’s outstanding preferred stock:

 



 

Class

 

NYSE
Symbol

 

Quarterly
Amount/Share

 

Record Date

 

Payment Date

Series B

 

Not Listed

 

$

.99875

 

March 17, 2004

 

March 31, 2004

Series D

 

DREPRD

 

$

.46094

 

March 17, 2004

 

March 31, 2004

Series I

 

DREPRI

 

$

.52813

 

March 17, 2004

 

March 31, 2004

Series J

 

DREPRJ

 

$

.41406

 

February 16, 2004

 

March 1, 2004

 

Commenting on Duke’s performance, Denny Oklak, President and Chief Operating Officer, stated,

 

“In 2003 we achieved our goal of improving occupancy, which allowed us to return to year-over-year growth in FFO per share in the third and fourth quarters.  We are pleased to have increased total in-service occupancy by more than 2.2 percent, driven by strong performance from our industrial portfolio in the second half of the year.  In 2004, occupancy improvement continues to be our primary focus.”

 

Property information at December 31, 2003 was as follows:

 

                  The Company’s 884 in-service properties totaling 106.2 million square feet were 89.3 percent leased compared to 88.6 percent at September 30, 2003 and 87.1 percent at year-end 2002.

 

                  The Company’s value creation pipeline at year-end 2003 totaled $341.4 million, including $94.5 million of developments with an expected stabilized return of 10.1 percent that Duke plans to own indefinitely after completion; $71.4 million of developments with an expected stabilized return of 9.7 percent that the Company plans to sell within approximately one year of completion; and a $175.6 million backlog of third-party construction volume with an expected 7.8 percent pre-tax profit margin.

 

                  Including projects under development, the Company’s total portfolio at the end of the fourth quarter consisted of 899 properties totaling more than 109 million square feet that were 88.9 percent leased.

 

The Company also disclosed the following information for the fourth quarter of 2003:

 

                  In the fourth quarter, Duke renewed 74.6 percent of leases up for renewal, totaling 3.1 million square feet, on which it attained a 4.9 percent growth in net effective rents.  For the year, the Company renewed 8.1 million square feet, or 72.3 percent of leases up for renewal, with an average increase in net effective rents of 1.4 percent.

 

                  Same property net operating income increased 1.4 percent for the fourth quarter of 2003 compared to the fourth quarter of 2002 and decreased 3.5 percent for all of 2003.

 

                  During the fourth quarter, the Company sold $127.3 million of properties at an average capitalization rate of 9.1 percent including $45.3 million from its held for sale portfolio that resulted in $9.0 million of after tax net income.

 



 

                  Duke’s interest and fixed-charge coverage ratios in the fourth quarter were 4.6 and 3.3, respectively, and its debt-to-total market capitalization ratio was 30.8 percent at December 31, 2003 compared to 32.7 percent at December 31, 2002.

 

When used in this press release, the word “believes,” “expects,” “estimates” and similar expressions are intended to identify forward-looking statements.  Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially.  In particular, among the factors that could cause actual results to differ materially are continued qualification as a real estate investment trust, general business and economic conditions, competition, increases in real estate construction costs, interest rates, accessibility of debt and equity capital markets and other risks inherent in the real estate business including tenant defaults, potential liability relating to environmental matters and liquidity of real estate investments. Readers are advised to refer to Duke’s Form 8-K Report as filed with the Securities and Exchange Commission on July 24, 2003 for additional information concerning these risks.

 

Duke Realty Corporation is the largest publicly traded office and industrial real estate company in the United States.  Offering a complete range of real estate products and services, Duke produces approximately $800 million in annual revenue from more than 4,100 tenants and focuses on building dominant market positions in each of its 13 geographic platforms across the Midwest and the Sunbelt.  Duke owns interests in more than 109 million square feet of properties, has over 1,000 employees and owns or controls approximately 3,800 acres of undeveloped land that can support more than 60 million square feet of future development.

 

A copy of the Company’s December 31, 2003 supplemental information fact book will be available by 7:00 p.m. EST today in the Investor Information section of the Company’s web site at www.dukerealty.com.  Duke is also hosting a conference call tomorrow at 3:00 p.m. EST to discuss its fourth quarter operating results.  All investors are invited to listen to this call, which can be accessed through the Company’s web site at www.dukerealty.com.

 



 

Financial Highlights
(in thousands, except per share data)

 

 

 

Three Months Ended
December 31

 

Year Ended
December 31

 

Operating Results

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Revenues from continuing operations

 

$

213,135

 

$

184,768

 

$

789,866

 

$

766,652

 

Earnings from rental operations

 

46,906

 

49,389

 

185,012

 

216,612

 

Earnings from service operations

 

10,414

 

3,671

 

21,821

 

30,270

 

Net income available for common shareholders - Basic

 

49,711

 

21,568

 

161,911

 

153,969

 

Net income available for common shareholders - Diluted

 

55,010

 

23,828

 

179,457

 

171,695

 

Funds from operations available for common shareholders - Basic

 

93,737

 

65,700

 

335,989

 

321,886

 

Funds from operations available for common shareholders - Diluted

 

106,191

 

75,321

 

382,237

 

370,774

 

 

 

 

 

 

 

 

 

 

 

Per Share:

 

 

 

 

 

 

 

 

 

Net income available for common shareholders - Basic

 

$

0.37

 

$

0.16

 

$

1.19

 

$

1.15

 

Net income available for common shareholders - Diluted

 

$

0.36

 

$

0.16

 

$

1.19

 

$

1.14

 

Funds from operations available for common shareholders - Basic

 

$

0.69

 

$

0.49

 

$

2.48

 

$

2.40

 

Funds from operations available for common shareholders - Diluted

 

$

0.68

 

$

0.48

 

$

2.45

 

$

2.36

 

Dividend payout ratio of funds from operations

 

67.7

%

94.8

%

74.9

%

76.9

%

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic - Net income and Funds from operations

 

136,105

 

134,935

 

135,595

 

133,981

 

Diluted - Net income

 

151,661

 

150,692

 

151,141

 

150,839

 

Diluted - Funds from operations

 

156,660

 

155,700

 

156,144

 

156,854

 

 

 

 

 

 

 

 

 

 

 

Balance Sheet Data

 

 

 

 

 

December 31
2003

 

December 31
2002

 

 

 

 

 

 

 

 

 

 

 

Net real estate investments

 

 

 

 

 

$

4,851,248

 

$

4,702,788

 

Total assets

 

 

 

 

 

5,561,249

 

5,348,823

 

Total debt

 

 

 

 

 

2,335,536

 

2,106,285

 

Shareholders’ equity

 

 

 

 

 

2,666,749

 

2,617,336

 

Common shares outstanding at end of period

 

 

 

 

 

136,594

 

135,007

 

 



 

Reconciliation of Net Income to Funds From Operations

(in thousands, except per share data)

 

 

 

Three Months Ended
December 31

 

 

 

2003

 

2002

 

 

 

 

 

Wtd.

 

 

 

 

 

Wtd.

 

 

 

 

 

Amount

 

Avg.
Shares

 

Per
Share

 

Amount

 

Avg.
Shares

 

Per
Share

 

Net Income Available for Common Shares

 

$

49,711

 

136,105

 

$

0.37

 

$

21,568

 

134,935

 

$

0.16

 

Add back:

 

 

 

 

 

 

 

 

 

 

 

 

 

Minority interest in earnings of unitholders

 

5,299

 

14,523

 

 

 

2,260

 

14,949

 

 

 

Other common stock equivalents

 

 

 

1,033

 

 

 

 

 

808

 

 

 

Fully Diluted Net Income Available for Common Shares

 

55,010

 

151,661

 

$

0.36

 

23,828

 

150,692

 

$

0.16

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and Amortization

 

53,695

 

 

 

 

 

44,735

 

 

 

 

 

Company Share of Joint Venture Depreciation and amortization

 

4,603

 

 

 

 

 

4,316

 

 

 

 

 

(Earnings) loss from depreciable property sales

 

(9,574

)

 

 

 

 

(21

)

 

 

 

 

Dilutive effect of Convertible Preferred D Shares

 

2,457

 

4,999

 

 

 

2,463

 

5,008

 

 

 

Dilutive effect of Convertible Preferred G Units

 

0

 

0

 

 

 

0

 

0

 

 

 

Fully Diluted Funds From Operations Available for Common Shares

 

$

106,191

 

156,660

 

$

0.68

 

$

75,321

 

155,700

 

$

0.48

 

 

 

 

Year Ended
December 31

 

 

 

2003

 

2002

 

 

 

 

 

Wtd.

 

 

 

 

 

Wtd.

 

 

 

 

 

Amount

 

Avg.
Shares

 

Per
Share

 

Amount

 

Avg.
Shares

 

Per
Share

 

Net Income Available for Common Shares

 

$

161,911

 

135,595

 

$

1.19

 

$

153,969

 

133,981

 

$

1.15

 

Add back:

 

 

 

 

 

 

 

 

 

 

 

 

 

Minority interest in earnings of unitholders

 

17,546

 

14,685

 

 

 

17,726

 

15,442

 

 

 

Other common stock equivalents

 

 

 

861

 

 

 

 

 

1,416

 

 

 

Fully Diluted Net Income Available for Common Shares

 

179,457

 

151,141

 

$

1.19

 

171,695

 

150,839

 

$

1.14

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and Amortization

 

196,234

 

 

 

 

 

175,621

 

 

 

 

 

Company Share of Joint Venture Depreciation and amortization

 

18,839

 

 

 

 

 

17,598

 

 

 

 

 

(Earnings) loss from depreciable property sales

 

(22,141

)

 

 

 

 

(5,949

)

 

 

 

 

Dilutive effect of Convertible Preferred D Shares

 

9,848

 

5,003

 

 

 

9,856

 

5,008

 

 

 

Dilutive effect of Convertible Preferred G Units

 

0

 

0

 

 

 

1,953

 

1,007

 

 

 

Fully Diluted Funds From Operations Available for Common Shares

 

$

382,237

 

156,144

 

$

2.45

 

$

370,774

 

156,854

 

$

2.36