Maryland (State or other jurisdiction of incorporation or organization) |
1-13102 (Commission File Number) |
36-3935116 (I.R.S. Employer Identification No.) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Exhibit No. | Description | |
99.1
|
First Industrial Realty Trust, Inc. Press Release dated July 27, 2011 (furnished pursuant to Item 2.02). |
FIRST INDUSTRIAL REALTY TRUST,
INC. |
||||
By: | /s/ Scott A. Musil | |||
Name: | Scott A. Musil | |||
Title: | Chief Financial Officer (Principal Financial Officer) |
|||
| Occupancy of 86.1%, Up 140 Basis Points from 1Q11, 400 Basis Points from 2Q10 | ||
| Raised Approximately $101 Million by Issuing 8.4 Million Common Shares in June 2011 | ||
| Full Year FFO Guidance Range Before One-Time Items Unchanged | ||
| Completed a $178.3 Million Secured Financing with a 7-Year Term at a Fixed Interest Rate of 4.45% | ||
| Repurchased $57.1 Million of Long-Dated Senior Notes in 2Q11 and an Additional $9.4 Million in 3Q11 To Date | ||
| Acquired a 664,000 SF Distribution Center in Houston for Total Investment of $30.6 Million | ||
| Broke Ground on a 692,000 SF Distribution Center in Southern California in 3Q11 | ||
| Completed Asset Sales Totaling $12.4 Million Comprised of 364,000 Square Feet |
| In-service occupancy was 86.1% at the end of the quarter, up 140 basis points from 84.7% at the end of the first quarter 2011, and up 400 basis points from 82.1% at the end of the second quarter of 2010. | ||
| Retained tenants in 67.0% of square footage up for renewal. | ||
| Excluding lease termination fees, same property cash basis net operating income (NOI) declined 2.7%. Including lease termination fees, same property NOI declined 2.5%. | ||
| Rental rates decreased 15.1% on a cash basis; leasing costs were $2.77 per square foot, reflecting a higher proportion of new leases compared to the first quarter. |
| Raised approximately $101 million through the sale of 8.4 million common shares in its June offering; also raised approximately $1 million of common equity issued through its ATM program. | ||
| Completed a $178.3 million secured financing with a 7-year term, secured by 32 properties totaling 5.9 million square feet, at a fixed interest rate of 4.45% over a 30 year amortization schedule. | ||
| Repurchased $49.6 million of its 7.6% senior unsecured notes due 2028 and $7.5 million of its 7.15% senior unsecured notes due 2027. | ||
| Retired a $27.4 million mortgage loan with an interest rate of 7.50% prior to its original maturity. | ||
| Modified a $23.3 million existing mortgage loan, lowering the interest rate from a weighted average of 5.83% to 4.83% over a new five year term. |
| Repurchased $9.4 million of its 7.6% senior unsecured notes due 2028. |
| Acquired its joint venture partners 85% interest in a 664,000 square-foot distribution center in Houston for a total investment of $30.6 million at an in-place cap rate of 8.4%, including the assumption of a $24.4 million first mortgage. | ||
| Completed the sale of four industrial properties totaling approximately 364,000 square feet of GLA for gross proceeds of approximately $12.4 million at a weighted average expected cap rate of 8.3%. |
| Broke ground on the First Inland Logistics Center, a 692,000 square-foot distribution center in the Inland Empire in Southern California, with an estimated incremental investment of $29 million. | ||
| Completed the sale of one property totaling approximately 204,000 square feet of GLA for gross proceeds of approximately $3.1 million. |
Low End of | High End of | |||||||
Guidance for 2011 | Guidance for 2011 | |||||||
(Per share/unit) | (Per share/unit) | |||||||
Net Income (Loss) Available to Common Stockholders |
(0.42 | ) | (0.32 | ) | ||||
Add: Real Estate Depreciation/Amortization |
1.33 | 1.33 | ||||||
Less: Gain from Sale of Depreciated Properties YTD through 2Q11 |
(0.09 | ) | (0.09 | ) | ||||
FFO (NAREIT Definition) |
$ | 0.82 | $ | 0.92 | ||||
FFO Excluding Restructuring Charges, Loss from Early
Retirement of Debt, and Impairment of Real Estate |
$ | 0.83 | $ | 0.93 | ||||
| Average in-service occupancy for 2011 of 85.0% to 87.0%. | ||
| Same-store NOI of -1% to 1% for the full year. | ||
| JV FFO of $1.5 million, an increase of $0.2 million from prior guidance related to additional economics in 2Q11 from joint ventures concluded in 2010. | ||
| General and administrative expense of approximately $22.5 million to $23.5 million, a reduction of $0.5 million at the midpoint due to a one-time reversal related to a state franchise tax matter in the second quarter. | ||
| The Company plans to sell additional properties in 2011 depending upon market conditions, including previously depreciated assets, the impact of which is not included in our FFO and EPS guidance above. | ||
| Guidance includes the impact of the repurchase of $9.4 million of 7.6% senior unsecured notes due 2028 completed in the third quarter. | ||
| Guidance does not include the impact of any future debt repurchases prior to maturity or future debt issuances. | ||
| FFO and EPS guidance does not include the impact of any additional property investments. | ||
| FFO and EPS guidance does not include the impact of issuing additional equity for the remainder of 2011, which the Company may elect to do, depending on market conditions. |
Contact: | Art Harmon Senior Director, Investor Relations and Corporate Communications 312-344-4320 |
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Statement of Operations and Other Data: |
||||||||||||||||
Total Revenues |
$ | 73,323 | $ | 74,378 | $ | 147,607 | $ | 150,972 | ||||||||
Property Expenses |
(23,866 | ) | (23,719 | ) | (49,906 | ) | (50,081 | ) | ||||||||
General & Administrative Expense |
(4,768 | ) | (7,375 | ) | (10,037 | ) | (16,292 | ) | ||||||||
Restructuring Costs |
(393 | ) | (947 | ) | (1,553 | ) | (1,211 | ) | ||||||||
Impairment of Real Estate |
5,879 | | 7,760 | (9,155 | ) | |||||||||||
Depreciation of Corporate F,F&E |
(352 | ) | (521 | ) | (757 | ) | (1,027 | ) | ||||||||
Depreciation and Amortization of Real Estate |
(28,026 | ) | (28,704 | ) | (55,090 | ) | (56,616 | ) | ||||||||
Construction Expenses |
| | | (209 | ) | |||||||||||
Total Expenses |
(51,526 | ) | (61,266 | ) | (109,583 | ) | (134,591 | ) | ||||||||
Interest Income |
887 | 1,008 | 1,867 | 2,083 | ||||||||||||
Interest Expense |
(25,746 | ) | (25,637 | ) | (52,548 | ) | (53,332 | ) | ||||||||
Amortization of Deferred Financing Costs |
(1,077 | ) | (793 | ) | (2,162 | ) | (1,614 | ) | ||||||||
Loss from Early Retirement of Debt |
(3,233 | ) | (4,320 | ) | (4,259 | ) | (3,965 | ) | ||||||||
Mark-to-Market Loss on Interest Rate Protection Agreements |
(232 | ) | (1,324 | ) | (188 | ) | (1,458 | ) | ||||||||
Foreign Currency Exchange Loss, Net |
| (190 | ) | | (190 | ) | ||||||||||
Loss from Continuing Operations Before Equity in Income of Joint Ventures, Gain on
Change in Control of Interests and Income Tax Benefit (Provision) |
(7,604 | ) | (18,144 | ) | (19,266 | ) | (42,095 | ) | ||||||||
Equity in Income of Joint Ventures (b) |
99 | 582 | 135 | 123 | ||||||||||||
Gain on Change in Control of Interests |
689 | | 689 | | ||||||||||||
Income Tax Benefit (Provision) |
280 | (2,511 | ) | 490 | (2,636 | ) | ||||||||||
Loss from Continuing Operations |
(6,536 | ) | (20,073 | ) | (17,952 | ) | (44,608 | ) | ||||||||
Income from Discontinued Operations (Including Gain on Sale of Real Estate
of $3,537 and $3,610 for the Three Months Ended June 30, 2011 and
June 30, 2010, respectively, and $7,341 and $7,619 for the Six Months Ended June 30,
2011 and
June 30, 2010 respectively) |
8,416 | 4,964 | 16,090 | 9,997 | ||||||||||||
Provision for Income Taxes Allocable to Discontinued Operations (Including
$1,919 and $0 Allocable to Gain on Sale of Real Estate for the Three Months
Ended June 30, 2011 and June 30, 2010, respectively, and $2,434 and $0 for the Six Months
Ended June 30, 2011 and June 30, 2010, respectively) |
(1,974 | ) | | (2,615 | ) | | ||||||||||
Loss Before Gain on Sale of Real Estate |
(94 | ) | (15,109 | ) | (4,477 | ) | (34,611 | ) | ||||||||
Gain on Sale of Real Estate |
| | | 1,072 | ||||||||||||
Provision for Income Taxes Allocable to Gain on Sale of Real Estate |
| | | (380 | ) | |||||||||||
Net Loss |
(94 | ) | (15,109 | ) | (4,477 | ) | (33,919 | ) | ||||||||
Net Loss Attributable to the Noncontrolling Interest |
290 | 1,561 | 943 | 3,457 | ||||||||||||
Net Income (Loss) Attributable to First Industrial Realty Trust, Inc. |
196 | (13,548 | ) | (3,534 | ) | (30,462 | ) | |||||||||
Preferred Dividends |
(4,947 | ) | (4,979 | ) | (9,874 | ) | (9,939 | ) | ||||||||
Net Loss Available to First Industrial Realty Trust, Inc.s
Common Stockholders and Participating Securities |
$ | (4,751 | ) | $ | (18,527 | ) | $ | (13,408 | ) | $ | (40,401 | ) | ||||
RECONCILIATION OF NET LOSS AVAILABLE TO
FIRST INDUSTRIAL REALTY TRUST, INC.S COMMON
STOCKHOLDERS AND PARTICIPATING SECURITIES TO FFO (c) AND FAD (c) |
||||||||||||||||
Net Loss Available to First Industrial Realty Trust, Inc.s
Common Stockholders and Participating Securities |
$ | (4,751 | ) | $ | (18,527 | ) | $ | (13,408 | ) | $ | (40,401 | ) | ||||
Depreciation and Amortization of Real Estate |
28,026 | 28,704 | 55,090 | 56,616 | ||||||||||||
Depreciation and Amortization of Real Estate
Included in Discontinued Operations |
508 | 6,525 | 1,459 | 12,603 | ||||||||||||
Noncontrolling Interest |
(290 | ) | (1,561 | ) | (943 | ) | (3,457 | ) | ||||||||
Depreciation and Amortization of Real Estate from Joint Ventures (b) |
157 | (65 | ) | 345 | 851 | |||||||||||
Gain on Change in Control of Interests |
(689 | ) | | (689 | ) | | ||||||||||
Non-NAREIT Compliant Gains |
(3,537 | ) | (3,610 | ) | (7,341 | ) | (7,618 | ) | ||||||||
Non-NAREIT Compliant Gains from Joint Ventures (b) |
(87 | ) | (232 | ) | (87 | ) | (97 | ) | ||||||||
Funds From Operations (NAREIT) (FFO) (c) |
$ | 19,337 | $ | 11,234 | $ | 34,426 | $ | 18,497 | ||||||||
Loss from Early Retirement of Debt |
3,233 | 4,320 | 4,259 | 3,965 | ||||||||||||
Restricted Stock Amortization |
1,081 | 1,778 | 1,726 | 3,277 | ||||||||||||
Amortization of Deferred Financing Costs |
1,077 | 793 | 2,162 | 1,614 | ||||||||||||
Depreciation of Corporate F,F&E |
352 | 521 | 757 | 1,027 | ||||||||||||
Mark-to-Market Loss on Interest Rate Protection Agreements |
232 | 1,324 | 188 | 1,458 | ||||||||||||
Impairment of Real Estate |
(5,879 | ) | | (7,760 | ) | 9,155 | ||||||||||
Impairment of Real Estate Included in Discontinued Operations |
1,108 | | 2,937 | | ||||||||||||
Non-Incremental Capital Expenditures |
(12,571 | ) | (7,060 | ) | (22,002 | ) | (15,933 | ) | ||||||||
Straight-Line Rent |
(1,794 | ) | (1,745 | ) | (4,341 | ) | (4,476 | ) | ||||||||
Funds Available for Distribution (FAD) (c) |
$ | 6,176 | $ | 11,165 | $ | 12,352 | $ | 18,584 | ||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
RECONCILIATION OF NET LOSS AVAILABLE TO
FIRST INDUSTRIAL REALTY TRUST, INC.S COMMON
STOCKHOLDERS AND PARTICIPATING SECURITIES TO EBITDA (c) AND NOI (c) |
||||||||||||||||
Net Loss Available to First Industrial Realty Trust, Inc.s
Common Stockholders and Participating Securities |
$ | (4,751 | ) | $ | (18,527 | ) | $ | (13,408 | ) | $ | (40,401 | ) | ||||
Interest Expense |
25,746 | 25,637 | 52,548 | 53,332 | ||||||||||||
Restructuring Costs |
393 | 947 | 1,553 | 1,211 | ||||||||||||
Impairment of Real Estate |
(5,879 | ) | | (7,760 | ) | 9,155 | ||||||||||
Impairment of Real Estate Included in Discontinued Operations |
1,108 | | 2,937 | | ||||||||||||
Depreciation and Amortization of Real Estate |
28,026 | 28,704 | 55,090 | 56,616 | ||||||||||||
Depreciation and Amortization of Real Estate |
||||||||||||||||
Included in Discontinued Operations |
508 | 6,525 | 1,459 | 12,603 | ||||||||||||
Preferred Dividends |
4,947 | 4,979 | 9,874 | 9,939 | ||||||||||||
Provision for Income Taxes |
1,694 | 2,511 | 2,125 | 3,016 | ||||||||||||
Noncontrolling Interest |
(290 | ) | (1,561 | ) | (943 | ) | (3,457 | ) | ||||||||
Loss from Early Retirement of Debt |
3,233 | 4,320 | 4,259 | 3,965 | ||||||||||||
Amortization of Deferred Financing Costs |
1,077 | 793 | 2,162 | 1,614 | ||||||||||||
Depreciation of Corporate F,F&E |
352 | 521 | 757 | 1,027 | ||||||||||||
Depreciation and Amortization of Real Estate from Joint Ventures (b) |
157 | (65 | ) | 345 | 851 | |||||||||||
Gain on Change in Control of Interests |
(689 | ) | | (689 | ) | | ||||||||||
Non-NAREIT Compliant Gains |
(3,537 | ) | (3,610 | ) | (7,341 | ) | (7,618 | ) | ||||||||
Non-NAREIT Compliant Gains from Joint Ventures (b) |
(87 | ) | (232 | ) | (87 | ) | (97 | ) | ||||||||
EBITDA (c) |
$ | 52,008 | $ | 50,942 | $ | 102,881 | $ | 101,756 | ||||||||
General and Administrative Expense |
4,768 | 7,375 | 10,037 | 16,292 | ||||||||||||
Foreign Currency Exchange Loss, Net |
| 190 | | 190 | ||||||||||||
Mark-to-Market Loss on Interest Rate Protection Agreements |
232 | 1,324 | 188 | 1,458 | ||||||||||||
NAREIT Compliant Economic Gains (c) |
| | | (1,073 | ) | |||||||||||
FFO of Joint Ventures (c) |
(446 | ) | (2,259 | ) | (980 | ) | (4,918 | ) | ||||||||
Net Operating Income (NOI) (c) |
$ | 56,562 | $ | 57,572 | $ | 112,126 | $ | 113,705 | ||||||||
RECONCILIATION OF GAIN ON SALE OF REAL ESTATE
TO NAREIT COMPLIANT ECONOMIC GAINS (c) |
||||||||||||||||
Gain on Sale of Real Estate |
$ | | $ | | $ | | $ | 1,072 | ||||||||
Gain on Sale of Real Estate included in Discontinued Operations |
3,537 | 3,610 | 7,341 | 7,619 | ||||||||||||
Non-NAREIT Compliant Gains |
(3,537 | ) | (3,610 | ) | (7,341 | ) | (7,618 | ) | ||||||||
NAREIT Compliant Economic Gains (c) |
$ | | $ | | $ | | $ | 1,073 | ||||||||
Weighted Avg. Number of Shares/Units Outstanding Basic/Diluted (a) |
85,029 | 68,214 | 80,540 | 67,704 | ||||||||||||
Weighted Avg. Number of Shares Outstanding Basic/Diluted (a) |
79,727 | 62,838 | 75,208 | 62,320 | ||||||||||||
Per Share/Unit Data: |
||||||||||||||||
FFO (NAREIT) Allocable to Common Stockholders and Unitholders |
$ | 19,337 | $ | 11,234 | $ | 34,426 | $ | 18,497 | ||||||||
- Basic/Diluted (a) |
$ | 0.23 | $ | 0.16 | $ | 0.43 | $ | 0.27 | ||||||||
Loss from Continuing Operations, including Gain on Sale of Real Estate, Net of Income Tax |
$ | (6,536 | ) | $ | (20,073 | ) | $ | (17,952 | ) | $ | (43,916 | ) | ||||
Add: Noncontrolling Interest Allocable to Continuing Operations and Gain on Sale of Real Estate |
688 | 1,948 | 1,828 | 4,245 | ||||||||||||
Less: Preferred Dividends |
(4,947 | ) | (4,979 | ) | (9,874 | ) | (9,939 | ) | ||||||||
Loss from Continuing Operations Available to First Industrial Realty Trust, Inc.s Common
Stockholders |
$ | (10,795 | ) | $ | (23,104 | ) | $ | (25,998 | ) | $ | (49,610 | ) | ||||
- Basic/Diluted (a) |
$ | (0.14 | ) | $ | (0.37 | ) | $ | (0.35 | ) | $ | (0.80 | ) | ||||
Net Loss Available to First Industrial Realty Trust, Inc.s Common Stockholders |
$ | (4,751 | ) | $ | (18,527 | ) | $ | (13,408 | ) | $ | (40,401 | ) | ||||
- Basic/Diluted (a) |
$ | (0.06 | ) | $ | (0.29 | ) | $ | (0.18 | ) | $ | (0.65 | ) | ||||
Balance Sheet Data (end of period): |
||||||||||||||||
Real Estate Before Accumulated Depreciation |
$ | 2,734,114 | $ | 3,317,278 | ||||||||||||
Real Estate and Other Held For Sale, Net |
312,211 | 4,667 | ||||||||||||||
Total Assets |
2,735,741 | 3,029,501 | ||||||||||||||
Debt |
1,549,191 | 1,861,409 | ||||||||||||||
Total Liabilities |
1,651,809 | 1,985,017 | ||||||||||||||
Total Equity |
$ | 1,083,932 | $ | 1,044,484 |