Maryland | 1-13102 | 36-3935116 | ||
(State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer | ||
incorporation or organization) | 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 November 4, 2009 (furnished pursuant to Item 2.02). |
FIRST INDUSTRIAL REALTY TRUST, INC. |
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By: | /s/ Scott A. Musil | |||
Name: | Scott A. Musil | |||
Title: | Acting Chief Financial Officer (Principal Financial Officer) |
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First Industrial Realty Trust, Inc. | ||
311 South Wacker Drive | ||
Suite 4000 | ||
Chicago, IL 60606 | ||
312/344-4300 | ||
FAX: 312/922-9851 | ||
MEDIA RELEASE |
| FFO Per Share of $0.57 Includes Gain on Retirement of Debt Plus Other One-Time Items | ||
| Repurchased $123.7 Million of Senior Unsecured Debt; Bought Back Additional $12.6 Million in Fourth Quarter to Date | ||
| Closed Five Secured Financing Transactions Totaling $47.1 Million; Completed an Additional Three Secured Financing Transactions Totaling $54.0 Million in Fourth Quarter to Date | ||
| Completed $25.2 Million of Asset Sales on Balance Sheet | ||
| Raised $15.9 Million of New Equity Capital During Quarter Through the Companys Dividend Reinvestment and Direct Stock Purchase Plan | ||
| Raised Net Proceeds of Approximately $68.3 Million Through Common Equity Offering in October | ||
| Previously Announced Cost Reduction Actions Expected to Result in $8 Million of Additional Annual Savings |
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| In-service occupancy was 81.7%, compared to 82.1% in the second quarter | ||
| Retained tenants in 82.4% of square footage up for renewal, up from an average of 61.3% for the first half of 2009 | ||
| Excluding lease termination fees, same property cash basis net operating income (NOI) declined 7.8%. Including lease termination fees, same property NOI declined 7.7% | ||
| Rental rates decreased 9.4%; leasing costs were $2.20 per square foot |
| Closed five secured financing transactions in the third quarter totaling $47.1 million secured by 21 properties totaling approximately 1.6 million square feet with a 6.99% weighted average interest rate with maturities ranging from five to seven years | ||
| Closed three secured financing transactions in the fourth quarter to date totaling $54.0 million, secured by 14 properties totaling approximately 1.9 million square feet with a weighted average interest rate of 7.32% and maturities averaging five years | ||
| Completed the issuance of 3.0 million shares of the Companys common stock, generating approximately $15.9 million in net proceeds, under the direct stock purchase component of the Companys dividend reinvestment and direct stock purchase plan | ||
| Completed common stock offering of 13.6 million shares in October for net proceeds of approximately $68.3 million | ||
| Repurchased a total of approximately $123.7 million of senior unsecured debt in the third quarter at an average purchase price of 84% of par, consisting of: |
o | $44.1 million of its 7.375% March 2011 senior notes | ||
o | $1.0 million of its 4.625% September 2011 exchangeable notes | ||
o | $40.2 million of its 6.875% April 2012 senior notes; and | ||
o | $38.4 million of senior notes with maturities beyond 2012 |
| Repurchased an additional $12.6 million of senior unsecured debt in the fourth quarter to date | ||
| Less than $19 million of debt maturing and principal payments due through the end of 2010 | ||
| 85% of real estate assets are unencumbered by mortgages | ||
| 7.5 years weighted average maturity of permanent debt |
| Sold seven facilities totaling 307,000 square feet, including five vacant facilities, plus three land parcels, for a total of $25.2 million |
| Sold one building totaling 157,000 square feet and one land parcel for a total of $12.0 million |
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Low End of | High End of | |||||||
Guidance for 2009 | Guidance for 2009 | |||||||
(Per share/unit) | (Per share/unit) | |||||||
Net Loss Available to Common Stockholders |
$ | (0.90 | ) | $ | (0.80 | ) | ||
Add: Real Estate Depreciation/Amortization |
2.85 | 2.85 | ||||||
Gain from Sale of Depreciated Properties YTD 2009 |
(0.37 | ) | (0.37 | ) | ||||
FFO (NAREIT Definition) |
$ | 1.58 | $ | 1.68 | ||||
FFO Excluding Restructuring Charges |
$ | 1.71 | $ | 1.81 | ||||
| Average in-service occupancy for 2009 of 82.0% to 83.0%, representing a tightening of the range by 0.5% at both ends | ||
| Same-store NOI of -4% to -5% for the full year, representing a tightening of the prior range of -4% to -6% | ||
| JV FFO of $10 million to $12 million, representing a reduction of $3.5 million at the midpoint, primarily due to the impairment charge related to 2006 Net Lease Co-Investment Program, partially offset by the one-time termination fee from a net lease program as discussed above | ||
| General and administrative expense of approximately $39.5 million to $40.5 million, a reduction from prior guidance due to the additional expense reduction actions in the quarter | ||
| Restructuring charges of $7.2 million ($4.2 million cash, $3.0 million non-cash) | ||
| The Company has repurchased $12.6 million of debt since September 30, 2009. Included in FFO and EPS guidance is approximately $0.02 per share of gain related to the repurchase of |
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this debt. The Company is targeting additional debt repurchases in 2009; however, the impact of any future repurchases is not reflected in the FFO and EPS guidance above. | |||
| The Company plans to sell additional properties in 2009 depending upon market conditions, including previously depreciated assets, the impact of which is not included in FFO under the NAREIT definition. The impact of future sales is also excluded from our EPS guidance above. |
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Contact: | Art Harmon Director, Investor Relations and Corporate Communications (312) 344-4320 |
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Three Months Ended | Nine Months Ended | |||||||||||||||
As Adjusted (a) | As Adjusted (a) | |||||||||||||||
September 30, | September 30, | September 30, | September 30, | |||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
Statement of Operations and Other Data: |
||||||||||||||||
Total Revenues (b) |
$ | 105,098 | $ | 136,301 | $ | 323,892 | $ | 374,531 | ||||||||
Property Expenses |
(30,371 | ) | (30,114 | ) | (94,088 | ) | (93,173 | ) | ||||||||
General & Administrative Expense |
(8,391 | ) | (18,088 | ) | (30,141 | ) | (64,342 | ) | ||||||||
Restructuring Costs |
(1,380 | ) | | (6,196 | ) | | ||||||||||
Impairment of Real Estate |
(6,934 | ) | | (6,934 | ) | | ||||||||||
Depreciation of Corporate F,F&E |
(526 | ) | (539 | ) | (1,669 | ) | (1,513 | ) | ||||||||
Depreciation and Amortization of Real Estate |
(36,507 | ) | (38,174 | ) | (110,063 | ) | (116,919 | ) | ||||||||
Construction Expenses (b) |
(14,895 | ) | (41,895 | ) | (50,567 | ) | (96,628 | ) | ||||||||
Total Expenses |
(99,004 | ) | (128,810 | ) | (299,658 | ) | (372,575 | ) | ||||||||
Interest Income |
731 | 1,054 | 2,013 | 2,816 | ||||||||||||
Interest Expense |
(29,119 | ) | (27,039 | ) | (86,608 | ) | (84,301 | ) | ||||||||
Amortization of Deferred Financing Costs |
(758 | ) | (707 | ) | (2,220 | ) | (2,132 | ) | ||||||||
Mark-to-Market (Loss) Gain on Interest Rate Protection Agreements |
(555 | ) | | 2,861 | | |||||||||||
Gain from Early Retirement of Debt |
18,179 | 1,260 | 22,165 | 2,749 | ||||||||||||
Loss from Continuing Operations Before Equity in Net (Loss) Income
of Joint Ventures and Income Tax Benefit |
(5,428 | ) | (17,941 | ) | (37,555 | ) | (78,912 | ) | ||||||||
Equity in Net (Loss) Income of Joint Ventures (c) |
(5,889 | ) | 725 | (4,309 | ) | 7,295 | ||||||||||
Income Tax Benefit |
6,114 | 2,074 | 10,975 | 7,276 | ||||||||||||
Loss from Continuing Operations |
(5,203 | ) | (15,142 | ) | (30,889 | ) | (64,341 | ) | ||||||||
Income from Discontinued Operations (Including Gain on Sale of Real Estate
of $6,734 and $22,548 for the Three Months Ended September 30, 2009 and
2008, respectively and $15,054 and $166,393 for the Nine Months Ended
September 30, 2009 and 2008, respectively) (d) |
7,430 | 24,130 | 16,724 | 179,389 | ||||||||||||
(Provision) Benefit for Income Taxes Allocable to Discontinued Operations (Including a
(Provision) Benefit Allocable to Gain on Sale of Real Estate of $(238) and $26 for the
Three Months Ended September 30, 2009 and 2008, respectively and $158 and $(2,748)
for the Nine Months Ended September 30, 2009 and 2008, respectively) (d) |
(96 | ) | (75 | ) | 30 | (3,379 | ) | |||||||||
Income (Loss) Before Gain on Sale of Real Estate |
2,131 | 8,913 | (14,135 | ) | 111,669 | |||||||||||
Gain on Sale of Real Estate |
261 | | 721 | 12,008 | ||||||||||||
Benefit (Provision) for Income Taxes Allocable to Gain on Sale of Real Estate |
380 | | (151 | ) | (2,909 | ) | ||||||||||
Net Income (Loss) |
2,772 | 8,913 | (13,565 | ) | 120,768 | |||||||||||
Net Loss (Income) Attributable to the Noncontrolling Interest |
193 | (454 | ) | 3,100 | (13,293 | ) | ||||||||||
Net Income (Loss) Attributable to First Industrial Realty Trust, Inc. |
2,965 | 8,459 | (10,465 | ) | 107,475 | |||||||||||
Preferred Dividends |
(4,913 | ) | (4,857 | ) | (14,594 | ) | (14,571 | ) | ||||||||
Net (Loss) Income Available to First Industrial Realty Trust, Inc.s
Common Stockholders and Participating Securities |
$ | (1,948 | ) | $ | 3,602 | $ | (25,059 | ) | $ | 92,904 | ||||||
RECONCILIATION OF NET (LOSS) INCOME AVAILABLE TO
FIRST INDUSTRIAL REALTY TRUST, INC.S COMMON
STOCKHOLDERS AND PARTICIPATING SECURITIES TO FFO (e) AND FAD (e) |
||||||||||||||||
Net (Loss) Income Available to First Industrial Realty Trust, Inc.s
Common Stockholders and Participating Securities |
$ | (1,948 | ) | $ | 3,602 | $ | (25,059 | ) | $ | 92,904 | ||||||
Depreciation and Amortization of Real Estate |
36,507 | 38,174 | 110,063 | 116,919 | ||||||||||||
Depreciation and Amortization of Real Estate
Included in Discontinued Operations |
451 | 1,654 | 2,292 | 9,056 | ||||||||||||
Noncontrolling Interest |
(193 | ) | 454 | (3,100 | ) | 13,293 | ||||||||||
Depreciation and Amortization of Real Estate Joint Ventures (c) |
1,151 | 1,965 | 4,097 | 5,688 | ||||||||||||
Accumulated Depreciation/Amortization on Real Estate Sold |
(4,820 | ) | (12,804 | ) | (10,262 | ) | (92,302 | ) | ||||||||
Accumulated Depreciation/Amortization on Real Estate
Sold Joint Ventures (c) |
(122 | ) | (632 | ) | (122 | ) | (1,499 | ) | ||||||||
Non-NAREIT Compliant Economic Gains |
(1,917 | ) | (9,744 | ) | (4,816 | ) | (75,503 | ) | ||||||||
Non-NAREIT Compliant Economic Gains from Joint Ventures (c) |
(28 | ) | (318 | ) | (61 | ) | (2,430 | ) | ||||||||
Funds From Operations (NAREIT) (FFO) (e) |
$ | 29,081 | $ | 22,351 | $ | 73,032 | $ | 66,126 | ||||||||
Gain from Early Retirement of Debt |
(18,179 | ) | (1,260 | ) | (22,165 | ) | (2,749 | ) | ||||||||
Restricted Stock Amortization |
2,826 | 4,592 | 10,873 | 12,776 | ||||||||||||
Amortization of Deferred Financing Costs |
758 | 707 | 2,220 | 2,132 | ||||||||||||
Depreciation of Corporate F,F&E |
526 | 539 | 1,669 | 1,513 | ||||||||||||
Non-NAREIT Compliant Economic Gains |
1,917 | 9,744 | 4,816 | 75,503 | ||||||||||||
Non-NAREIT Compliant Economic Gains from Joint Ventures (c) |
28 | 318 | 61 | 2,430 | ||||||||||||
Mark-to-Market Loss (Gain) on Interest Rate Protection Agreements |
555 | | (2,861 | ) | | |||||||||||
Joint Venture Impairment |
5,627 | | 5,627 | | ||||||||||||
Impairment of Real Estate |
6,934 | | 6,934 | | ||||||||||||
Non-Incremental Capital Expenditures |
(8,737 | ) | (7,367 | ) | (22,450 | ) | (22,546 | ) | ||||||||
Straight-Line Rent |
(2,313 | ) | (756 | ) | (5,850 | ) | (4,689 | ) | ||||||||
Funds Available for Distribution (FAD) (e) |
$ | 19,023 | $ | 28,868 | $ | 51,906 | $ | 130,496 | ||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
As Adjusted (a) | As Adjusted (a) | |||||||||||||||
September 30, | September 30, | September 30, | September 30, | |||||||||||||
2009 | 2008 | 2009 | 2008 | |||||||||||||
RECONCILIATION OF NET (LOSS) INCOME AVAILABLE TO
FIRST INDUSTRIAL REALTY TRUST, INC.S COMMON
STOCKHOLDERS AND PARTICIPATING SECURITIES TO EBITDA (e) AND NOI (e) |
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Net (Loss) Income Available to First Industrial Realty Trust, Inc.s
Common Stockholders and Participating Securities |
$ | (1,948 | ) | $ | 3,602 | $ | (25,059 | ) | $ | 92,904 | ||||||
Interest Expense |
29,119 | 27,039 | 86,608 | 84,301 | ||||||||||||
Restructuring Costs |
1,380 | | 6,196 | | ||||||||||||
Joint Venture Impairment |
5,627 | | 5,627 | | ||||||||||||
Impairment of Real Estate |
6,934 | | 6,934 | | ||||||||||||
Depreciation and Amortization of Real Estate |
36,507 | 38,174 | 110,063 | 116,919 | ||||||||||||
Depreciation and Amortization of Real Estate
Included in Discontinued Operations |
451 | 1,654 | 2,292 | 9,056 | ||||||||||||
Preferred Dividends |
4,913 | 4,857 | 14,594 | 14,571 | ||||||||||||
Benefit for Income Taxes |
(6,398 | ) | (1,999 | ) | (10,854 | ) | (988 | ) | ||||||||
Noncontrolling Interest |
(193 | ) | 454 | (3,100 | ) | 13,293 | ||||||||||
Gain from Early Retirement of Debt |
(18,179 | ) | (1,260 | ) | (22,165 | ) | (2,749 | ) | ||||||||
Amortization of Deferred Financing Costs |
758 | 707 | 2,220 | 2,132 | ||||||||||||
Depreciation of Corporate F,F&E |
526 | 539 | 1,669 | 1,513 | ||||||||||||
Depreciation and Amortization of Real Estate Joint Ventures (c) |
1,151 | 1,965 | 4,097 | 5,688 | ||||||||||||
Accumulated Depreciation/Amortization on Real Estate Sold |
(4,820 | ) | (12,804 | ) | (10,262 | ) | (92,302 | ) | ||||||||
Accumulated Depreciation/Amortization on Real Estate
Sold Joint Ventures (c) |
(122 | ) | (632 | ) | (122 | ) | (1,499 | ) | ||||||||
EBITDA (e) |
$ | 55,706 | $ | 62,296 | $ | 168,738 | $ | 242,839 | ||||||||
General and Administrative Expense |
8,391 | 18,088 | 30,141 | 64,342 | ||||||||||||
Mark-to-Market Loss (Gain) on Interest Rate Protection Agreements |
555 | | (2,861 | ) | | |||||||||||
Non-NAREIT Compliant Economic Gains from Joint Ventures (c) |
(28 | ) | (318 | ) | (61 | ) | (2,430 | ) | ||||||||
Non-NAREIT Compliant Economic Gains |
(1,917 | ) | (9,744 | ) | (4,816 | ) | (75,503 | ) | ||||||||
NAREIT Compliant Economic Gains (e) |
(258 | ) | | (697 | ) | (12,923 | ) | |||||||||
Joint Venture Impairment |
(5,627 | ) | | (5,627 | ) | | ||||||||||
FFO of Joint Ventures (e) |
1,438 | (7,767 | ) | (8,615 | ) | (24,422 | ) | |||||||||
Net Operating Income (NOI) (e) |
$ | 58,260 | $ | 62,555 | $ | 176,202 | $ | 191,903 | ||||||||
RECONCILIATION OF GAIN ON SALE OF REAL ESTATE
TO NAREIT COMPLIANT ECONOMIC GAINS (e) |
||||||||||||||||
Gain on Sale of Real Estate |
261 | | 721 | 12,008 | ||||||||||||
Gain on Sale of Real Estate included in Discontinued Operations |
6,734 | 22,548 | 15,054 | 166,393 | ||||||||||||
Non-NAREIT Compliant Economic Gains |
(1,917 | ) | (9,744 | ) | (4,816 | ) | (75,503 | ) | ||||||||
Accumulated Depreciation/Amortization on Real Estate Sold |
(4,820 | ) | (12,804 | ) | (10,262 | ) | (92,302 | ) | ||||||||
Assignment Fees |
| | | 2,327 | ||||||||||||
NAREIT Compliant Economic Gains (e) |
$ | 258 | $ | | $ | 697 | $ | 12,923 | ||||||||
Weighted Avg. Number of Shares/Units Outstanding Basic/ Diluted (f) |
50,874 | 49,431 | 50,259 | 49,418 | ||||||||||||
Weighted Avg. Number of Shares Outstanding Basic/Diluted (f) |
45,360 | 43,151 | 44,653 | 43,088 | ||||||||||||
Per Share/Unit Data: |
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FFO (NAREIT) |
$ | 29,081 | $ | 22,351 | $ | 73,032 | $ | 66,126 | ||||||||
Less: Allocation to Participating Securities |
| 516 | | 1,426 | ||||||||||||
FFO (NAREIT) Allocable to Common Stockholders and Unitholders |
$ | 29,081 | $ | 21,835 | $ | 73,032 | $ | 64,700 | ||||||||
Basic/Diluted (f) |
$ | 0.57 | $ | 0.44 | $ | 1.45 | $ | 1.31 | ||||||||
Loss from Continuing Operations Less Noncontrolling Interest and Preferred Dividends |
$ | (8,493 | ) | $ | (17,468 | ) | $ | (39,958 | ) | $ | (61,052 | ) | ||||
Less: Allocation to Participating Securities |
| | | | ||||||||||||
Loss from Continuing Operations Less Noncontrolling Interest and Preferred Dividends
Available to Common Stockholders |
$ | (8,493 | ) | $ | (17,468 | ) | $ | (39,958 | ) | $ | (61,052 | ) | ||||
Basic/Diluted (f) |
$ | (0.19 | ) | $ | (0.40 | ) | $ | (0.89 | ) | $ | (1.42 | ) | ||||
Net (Loss) Income Available |
$ | (1,948 | ) | $ | 3,602 | $ | (25,059 | ) | $ | 92,904 | ||||||
Less: Allocation to Participating Securities |
| 95 | | 2,290 | ||||||||||||
Net (Loss) Income Available to First Industrial Realty Trust, Inc.s Common Stockholders
And Participating Securities |
$ | (1,948 | ) | $ | 3,507 | $ | (25,059 | ) | $ | 90,614 | ||||||
Basic/Diluted (f) |
$ | (0.04 | ) | $ | 0.08 | $ | (0.56 | ) | $ | 2.10 | ||||||
Dividends/Distributions |
N/A | $ | 0.72 | N/A | $ | 2.16 | ||||||||||
FFO Payout Ratio |
N/A | 163.0 | % | N/A | 165.0 | % | ||||||||||
FAD Payout Ratio |
N/A | 126.2 | % | N/A | 83.6 | % | ||||||||||
Balance Sheet Data (end of period): |
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Real Estate Before Accumulated Depreciation |
$ | 3,323,199 | $ | 3,307,713 | ||||||||||||
Real Estate and Other Held For Sale, Net |
49,718 | 70,220 | ||||||||||||||
Total Assets |
3,123,617 | 3,314,120 | ||||||||||||||
Debt |
1,990,966 | 1,985,824 | ||||||||||||||
Total Liabilities |
2,133,945 | 2,226,987 | ||||||||||||||
Total Equity |
$ | 989,672 | $ | 1,087,133 |
a) | On January 1, 2009, the Company adopted newly issued guidance from the Financial Accounting Standards Board (FASB) regarding business combinations. The guidance states direct costs of a business combination, such as transaction fees, due diligence costs and consulting fees no longer qualify to be capitalized as part of the business combination. Instead, these direct costs need to be recognized as expense in the period in which they are incurred. Accordingly, the Company retroactively expensed these types of costs in 2008 related to pending operating property acquisitions. The impact on net income for the three and nine months ended September 30, 2008 was to increase general and administrative expense by $22 and $151, respectively. | |
Additionally, on January 1, 2009, the Company adopted newly issued guidance from the Accounting Principle Board regarding accounting for convertible debt that may be settled for cash upon conversion. The guidance requires the liability and equity components of convertible debt instruments to be separately accounted for in a manner that reflects the issuers nonconvertible debt borrowing rate. The guidance requires that the value assigned to the debt component be the estimated fair value of a similar bond without the conversion feature, which would result in the debt being recorded at a discount. The resulting debt discount is then amortized over the period during which the debt is expected to be outstanding as additional non-cash interest expense. The impact on net income for the three and nine months ended September 30, 2008 was to increase interest expense by $395 and $1,185, respectively, and decrease amortization of deferred financing fees by $10 and $30, respectively. | ||
The impact of the adoption of the business combination and convertible debt guidance upon the balance sheet as of September 30, 2008 was to decrease total assets by $266, decrease total debt by $4,738 and increase total equity by $4,472. | ||
Additionally, on January 1, 2009, the Company adopted new issued guidance from the Emerging Issues Task Force which requires unvested equity based compensation awards that have nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) to be included in the two class method of the computation of EPS. The impact on basic and diluted EPS for the three and nine months ended September 30, 2008 was a decrease in EPS of $0.00 and $0.05, respectively. The Company has conformed the calculation of FFO and FAD with the calculation of EPS. | ||
b) | Construction Revenues, included within Total Revenues, and Construction Expenses include revenues and expenses associated with the Company acting in the capacity of general contractor for certain third party development projects. Additionally, construction revenues and expenses include amounts relating to the sale of industrial units that the Company developed to sell. | |
c) | Represents the Companys pro rata share of net (loss) income, depreciation and amortization on real estate, accumulated depreciation and amortization on real estate sold from the Companys joint ventures in which it owns minority equity interests and Non-NAREIT Compliant Economic Gains. | |
d) | Accounting for discontinued operations issued by the FASB requires that the operations and gain (loss) on sale of qualifying properties sold and properties that are classified as held for sale be presented in discontinued operations. It also requires that prior periods be restated. | |
e) | Investors in and analysts following the real estate industry utilize FFO, NOI, EBITDA and FAD, variously defined, as supplemental performance measures. While the Company believes net income available to First Industrial Realty Trust, Inc.s common stockholders and participating securities, as defined by GAAP, is the most appropriate measure, it considers FFO, NOI, EBITDA and FAD, given their wide use by and relevance to investors and analysts, appropriate supplemental performance measures. FFO, reflecting the assumption that real estate asset values rise or fall with market conditions, principally adjusts for the effects of GAAP depreciation and amortization of real estate assets. NOI provides a measure of rental operations, and does not factor in depreciation and amortization and non-property specific expenses such as general and administrative expenses. EBITDA provides a tool to further evaluate the ability to incur and service debt and to fund dividends and other cash needs. FAD provides a tool to further evaluate the ability to fund dividends. In addition, FFO, NOI, EBITDA and FAD are commonly used in various ratios, pricing multiples/yields and returns and valuation calculations used to measure financial position, performance and value. | |
As used herein, the Company calculates FFO to be equal to net income available to First Industrial Realty Trust, Inc.s common stockholders and participating securities, plus depreciation and amortization on real estate minus accumulated depreciation and amortization on real estate sold less non-NAREIT Compliant Economic Gains. | ||
NOI is defined as revenues of the Company, minus property expenses such as real estate taxes, repairs and maintenance, property management, utilities, insurance and other expenses. NOI includes NOI from discontinued operations. | ||
EBITDA is defined as NOI, plus the equity in FFO of the Companys joint ventures which are accounted for under the equity method of accounting, plus Joint Venture impairment, plus NAREIT and Non-NAREIT Compliant Economic Gains, plus or minus mark-to-market gain or loss on interest rate protection agreements, minus general and administrative expenses. EBITDA includes EBITDA from discontinued operations. | ||
FAD is defined as EBITDA, minus GAAP interest expense, minus restructuring costs, minus preferred stock dividends, minus straight-line rental income, minus provision for income taxes or plus benefit for income taxes, minus or plus mark-to-market gain or loss on interest rate protection agreements, plus restricted stock amortization, minus non-incremental capital expenditures. Non-incremental capital expenditures are building improvements and leasing costs required to maintain current revenues. | ||
FFO, NOI, EBITDA and FAD do not represent cash generated from operating activities in accordance with GAAP and are not necessarily indicative of cash available to fund cash needs, including the repayment of principal on debt and payment of dividends and distributions. FFO, NOI, EBITDA and FAD should not be considered as substitutes for net income available to common stockholders and participating securities (calculated in accordance with GAAP), as a measure of results of operations, or cash flows (calculated in accordance with GAAP) as a measure of liquidity. FFO, NOI, EBITDA and FAD, as currently calculated by the Company, may not be comparable to similarly titled, but variously calculated, measures of other REITs. | ||
In addition, the Company considers cash-basis same store NOI (SS NOI) to be a useful supplemental measure of its operating performance. The Company has adopted the following definition of its same store pool of properties: Same store properties, for the period beginning January 1, 2009, include all properties owned prior to January 1, 2008 and held as an operating property through the end of the current reporting period and developments and redevelopments that were placed in service or were substantially completed for 12 months prior to January 1, 2008 (the Same Store Pool). The Company defines SS NOI as NOI, less NOI of properties not in the Same Store Pool, less the impact of straight-line rent and the amortization of above/below market rent. For the quarters ended September 30, 2009 and 2008, NOI was $58,260 and $62,555, respectively; NOI of properties not in the Same Store Pool was $8,449 and $9,710, respectively; the impact of straight-line rent and the amortization of above/below market rent was $1,728 and $745, respectively. The Company excludes straight-line rents and above/below market rent amortization in calculating SS NOI because the Company believes it provides a better measure of actual cash basis rental growth for a year-over-year comparison. In addition, the Company believes that SS NOI helps the investing public compare the operating performance of a companys real estate as compared to other companies. While SS NOI is a relevant and widely used measure of operating performance of real estate investment trusts, it does not represent cash flow from operations or net income as defined by GAAP and should not be considered as an alternative to those measures in evaluating our liquidity or operating performance. SS NOI also does not reflect general and administrative expenses, interest expenses, depreciation and amortization costs, capital expenditures and leasing costs, or trends in development and construction activities that could materially impact our results from operations. Further, the Companys computation of SS NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating SS NOI. | ||
f) | Pursuant to guidance issued by the FASB regarding the calculation of earnings per share, the diluted weighted average number of shares/units outstanding and the diluted weighted average number of shares outstanding are the same as the basic weighted average number of shares/units outstanding and the basic weighted average number of shares outstanding, respectively, for periods in which continuing operations is a loss, as the dilutive effect of stock options and restricted units would be antidilutive to the loss from continuing operations per share. |