Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 _______________________________
Form 10-K
_______________________________
ý
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2016
or
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from            to            
Commission File Number: 1-13102 (First Industrial Realty Trust, Inc.)
333-21873 (First Industrial, L.P.)
  _______________________________
FIRST INDUSTRIAL REALTY TRUST, INC.
FIRST INDUSTRIAL, L.P.
(Exact name of Registrant as specified in its Charter)
 
Maryland (First Industrial Realty Trust, Inc.)
 
36-3935116 (First Industrial Realty Trust, Inc.)
Delaware ( First Industrial, L.P.)
 
36-3924586 (First Industrial, L.P.)
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
 
 
 
311 S. Wacker Drive,
Suite 3900, Chicago, Illinois
 
60606
(Address of principal executive offices)
 
(Zip Code)
(312) 344-4300
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Common Stock (First Industrial Realty Trust, Inc.)
(Title of Class)
New York Stock Exchange
(Name of exchange on which registered)
Securities registered pursuant to Section 12(g) of the Act:
None
 _______________________________ 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
First Industrial Realty Trust, Inc.
Yes þ No o
First Industrial, L.P.
Yes þ No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
First Industrial Realty Trust, Inc.
Yes o No þ
First Industrial, L.P.
Yes o No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
First Industrial Realty Trust, Inc.
Yes þ No o
First Industrial, L.P.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
First Industrial Realty Trust, Inc.
Yes þ No o
First Industrial, L.P.
Yes þ No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
First Industrial Realty Trust, Inc.:
 
 
 
 
 
 
 
Large accelerated filer
 
þ
 
 
Accelerated filer
 
o
Non-accelerated filer
 
o
 
(Do not check if a smaller reporting company)
Smaller reporting company
 
o
First Industrial, L.P.:
 
 
 
 
 
 
 
Large accelerated filer
 
o
 
 
Accelerated filer
 
þ
Non-accelerated filer
 
o
 
(Do not check if a smaller reporting company)
Smaller reporting company
 
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
First Industrial Realty Trust, Inc.
Yes o No þ
First Industrial, L.P.
Yes o No þ
The aggregate market value of the voting and non-voting stock held by non-affiliates of First Industrial Realty Trust, Inc. was approximately $3,194.2 million based on the closing price on the New York Stock Exchange for such stock on June 30, 2016.
At February 23, 2017, 117,274,432 shares of First Industrial Realty Trust, Inc.’s Common Stock, $0.01 par value, were outstanding.
  _______________________________
DOCUMENTS INCORPORATED BY REFERENCE
Part III incorporates certain information by reference to First Industrial Realty Trust, Inc.’s definitive proxy statement expected to be filed with the Securities and Exchange Commission no later than 120 days after the end of First Industrial Realty Trust, Inc.’s fiscal year.
 






EXPLANATORY NOTE
This report combines the Annual Reports on Form 10-K for the period ended December 31, 2016 of First Industrial Realty Trust, Inc., a Maryland corporation (the "Company"), and First Industrial, L.P., a Delaware limited partnership (the "Operating Partnership"). Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to the Company and its subsidiaries, including the Operating Partnership and its consolidated subsidiaries.
The Company is a real estate investment trust and the general partner of the Operating Partnership. At December 31, 2016, the Company owned an approximate 96.7% common general partnership interest in the Operating Partnership. The remaining approximate 3.3% common limited partnership interests in the Operating Partnership are owned by certain limited partners. As the sole general partner of the Operating Partnership, the Company exercises exclusive and complete discretion over the Operating Partnership’s day-to-day management and control and can cause it to enter into certain major transactions, including acquisitions, dispositions and refinancings. The management of the Company consists of the same members as the management of the Operating Partnership.
The Company and the Operating Partnership are managed and operated as one enterprise. The financial results of the Operating Partnership are consolidated into the financial statements of the Company. The Company has no significant assets other than its investment in the Operating Partnership. Substantially all of the Company’s assets are held by, and its operations are conducted through, the Operating Partnership and its subsidiaries. Therefore, the assets and liabilities of the Company and the Operating Partnership are substantially the same.
We believe it is important to understand the differences between the Company and the Operating Partnership in the context of how the Company and the Operating Partnership operate as an interrelated, consolidated company. The main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership are:
Stockholders’ Equity, Noncontrolling Interest and Partners’ Capital. The 3.3% equity interest in the Operating Partnership held by entities other than the Company are classified within partners’ capital in the Operating Partnership’s financial statements and as a noncontrolling interest in the Company's financial statements.
Relationship to Other Real Estate Partnerships. The Company's operations are conducted primarily through the Operating Partnership and its subsidiaries, though operations are also conducted through eight other limited partnerships, which are referred to as the "Other Real Estate Partnerships." The Operating Partnership is a limited partner, holding at least a 99% interest, and the Company is a general partner, holding at least a .01% general partnership interest through eight separate wholly-owned corporations, in each of the Other Real Estate Partnerships. The Other Real Estate Partnerships are variable interest entities that both the Company and the Operating Partnership consolidate. The Company's direct general partnership interest in the Other Real Estate Partnerships is reflected as noncontrolling interest within the Operating Partnership's financial statements.
Relationship to Service Subsidiary. The Company has a direct wholly-owned subsidiary that does not own any real estate but provides services to various other entities owned by the Company. Since the Operating Partnership does not have an ownership interest in this entity, its operations are reflected in the consolidated results of the Company but not the Operating Partnership. Also, this entity owes certain amounts to the Operating Partnership, for which a receivable is included on the Operating Partnership’s balance sheet but is eliminated on the Company’s consolidated balance sheet, since both this entity and the Operating Partnership are fully consolidated by the Company.
We believe combining the Company’s and Operating Partnership’s annual reports into this single report results in the following benefits:
enhances investors' understanding of the Company and the Operating Partnership by enabling them to view the business as a whole and in the same manner as management views and operates the business;
creates time and cost efficiencies through the preparation of one combined report instead of two separate reports; and
eliminates duplicative disclosures and provides a more streamlined and readable presentation for our investors to review since a substantial portion of the Company’s disclosure applies to both the Company and the Operating Partnership.
To help investors understand the differences between the Company and the Operating Partnership, this report provides the following separate disclosures for each of the Company and the Operating Partnership:
consolidated financial statements;
a single set of consolidated notes to such financial statements that includes separate discussions of each entity’s stockholders’ equity or partners’ capital, as applicable; and
a combined Management’s Discussion and Analysis of Financial Condition and Results of Operations section that includes distinct information related to each entity.
This report also includes separate Part II, Item 9A, Controls and Procedures sections and separate Exhibits 31 and 32 certifications for the Company and the Operating Partnership in order to establish that the requisite certifications have been made and that the Company and the Operating Partnership are both compliant with Rule 13a-15 and Rule 15d-15 of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.





FIRST INDUSTRIAL REALTY TRUST, INC.
FIRST INDUSTRIAL, L.P.
TABLE OF CONTENTS
 
 
 
Page
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
 
 
 
 
 
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
 
 
 
 
 
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
 
 
 
 
 
Item 15.



2



FORWARD-LOOKING STATEMENTS

This report 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 (the "Exchange Act"). We intend for such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on certain assumptions and describe our future plans, strategies and expectations, and are generally identifiable by use of the words "believe," "expect," "plan," "intend," "anticipate," "estimate," "project," "seek," "target," "potential," "focus," "may," "will," "should" or similar words. Although we believe the expectations reflected in forward-looking statements are based upon reasonable assumptions, we can give no assurance that our expectations will be attained or that results will not materially differ. Factors which could have a materially adverse effect on our operations and future prospects include, but are not limited to:

changes in national, international, regional and local economic conditions generally and real estate markets specifically;
changes in legislation/regulation (including changes to laws governing the taxation of real estate investment trusts) and actions of regulatory authorities;
our ability to qualify and maintain our status as a real estate investment trust;
the availability and attractiveness of financing (including both public and private capital) and changes in interest rates;
the availability and attractiveness of terms of additional debt repurchases;
changes in our credit agency ratings;
our ability to comply with applicable financial covenants;
our competitive environment;
changes in supply, demand and valuation of industrial properties and land in our current and potential market areas;
difficulties in identifying and consummating acquisitions and dispositions;
our ability to manage the integration of properties we acquire;
potential liability relating to environmental matters;
defaults on or non-renewal of leases by our tenants;
decreased rental rates or increased vacancy rates;
higher-than-expected real estate construction costs and delays in development or lease-up schedules;
changes in general accounting principles, policies and guidelines applicable to real estate investment trusts; and
other risks and uncertainties described in Item 1A, "Risk Factors" and elsewhere in this report as well as those risks and uncertainties discussed from time to time in our other Exchange Act reports and in our other public filings with the Securities and Exchange Commission (the “SEC”).

We caution you not to place undue reliance on forward-looking statements, which reflect our outlook only and speak only as of the date of this report. We assume no obligation to update or supplement forward-looking statements.

3



PART I
THE COMPANY
 
Item  1.
Business
Background
First Industrial Realty Trust, Inc. is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust ("REIT") as defined in the Internal Revenue Code of 1986 (the "Code"). As of December 31, 2016, our in-service portfolio consisted of 215 light industrial properties, 53 R&D/flex properties, 167 bulk warehouse properties and 100 regional warehouse properties containing an aggregate of approximately 62.2 million square feet of gross leasable area ("GLA") located in 23 states. Our in-service portfolio includes all properties that have reached stabilized occupancy (generally defined as properties that are 90% leased), developed and redeveloped properties one year from the date construction is completed and acquired properties that are at least 75% occupied at acquisition or one year from the acquisition date.
We began operations on July 1, 1994. The Company's operations are conducted primarily through the Operating Partnership, of which the Company is the sole general partner (the "General Partner"), with an approximate 96.7% and 96.3% ownership interest ("General Partner Units") at December 31, 2016 and 2015, respectively. The Operating Partnership also conducts operations through the Other Real Estate Partnerships, numerous limited liability companies ("LLCs") and certain taxable REIT subsidiaries ("TRSs"), the operating data of which, together with that of the Operating Partnership, is consolidated with that of the Company as presented herein. The Company does not have any significant assets or liabilities other than its investment in the Operating Partnership and its 100% ownership interest in the general partners of the Other Real Estate Partnerships. Noncontrolling interest in the Operating Partnership of approximately 3.3% and 3.7% at December 31, 2016 and 2015, respectively, represents the aggregate partnership interest held by the limited partners thereof ("Limited Partner Units" and together with the General Partner Units, the "Units").
Profits, losses and distributions of the Operating Partnership, the LLCs, the Other Real Estate Partnerships and the TRSs are allocated to the general partner and the limited partners, the members or the shareholders, as applicable, of such entities in accordance with the provisions contained within their respective organizational documents.
We utilize an operating approach which combines the effectiveness of decentralized, locally based property management, acquisition, sales and development functions with the cost efficiencies of centralized acquisition, sales and development support, capital markets expertise, asset management and fiscal control systems. At December 31, 2016, we had 161 employees.
Available Information
We maintain a website at www.firstindustrial.com. Information on this website shall not constitute part of this Form 10-K. Copies of our respective annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports are available without charge on our website as soon as reasonably practicable after such reports are filed with or furnished to the SEC. You may also read and copy any document filed at the public reference facilities of the SEC at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at (800) SEC-0330 for further information about the public reference facilities. These documents also may be accessed through the SEC’s Interactive Data Electronic Application via the SEC's home page on the Internet (www.sec.gov). In addition, the Company's Corporate Governance Guidelines, Code of Business Conduct and Ethics, Audit Committee Charter, Compensation Committee Charter and Nominating/Corporate Governance Committee Charter, along with supplemental financial and operating information prepared by us, are all available without charge on the Company's website or upon request to the Company. Amendments to, or waivers from, our Code of Business Conduct and Ethics that apply to our executive officers or directors will also be posted to our website. We also post or otherwise make available on our website from time to time other information that may be of interest to our investors. Please direct requests as follows:
First Industrial Realty Trust, Inc.
311 S. Wacker Drive, Suite 3900
Chicago, IL 60606
Attention: Investor Relations

4



Business Objectives and Growth Plans
Our fundamental business objective is to maximize the total return to the Company's stockholders and the Operating Partnership's partners through distributions and increases in the value of our properties and operations. Our long-term business growth plans include the following elements:
Internal Growth. We seek to grow internally by (i) increasing revenues by renewing or re-leasing spaces subject to expiring leases at higher rental levels; (ii) increasing occupancy levels at properties where vacancies exist and maintaining occupancy elsewhere; (iii) controlling and minimizing property operating and general and administrative expenses; and (iv) renovating existing properties.
External Growth. We seek to grow externally through (i) the development of industrial properties; (ii) the acquisition of portfolios of industrial properties or individual properties which meet our investment parameters within our target markets; (iii) the expansion of our properties; and (iv) possible joint venture investments.
Portfolio Enhancement. We continually seek to upgrade our overall portfolio via new investments as well as through the sale of select assets that we believe do not exhibit favorable characteristics for long-term cash flow growth.
Our ability to pursue our long-term growth plans is affected by market conditions and our financial condition and operating capabilities. See "Summary of Significant Transactions in 2016" under Item 7,"Management's Discussion and Analysis of Financial Condition and Results of Operations."
Business Strategies
We utilize the following six strategies in connection with the operation of our business:
Organizational Strategy. We implement our decentralized property operations strategy through the deployment of experienced regional management teams and local property managers. We provide acquisition, development and financing assistance, asset management oversight and financial reporting functions from our headquarters in Chicago, Illinois to support our regional operations. We believe the size of our portfolio enables us to realize operating efficiencies by spreading overhead among many properties and by negotiating purchasing discounts.
Market Strategy. Our market strategy is to concentrate on the top industrial real estate markets in the United States. These markets have one or more of the following characteristics: (i) favorable industrial real estate fundamentals, including improving industrial demand and constrained supply that can lead to long-term rent growth; (ii) warehouse distribution markets with favorable economic and business environments that should benefit from increases in distribution activity driven by growth in global trade and local consumption; and (iii) sufficient size to provide ample opportunity for growth through incremental investments as well as offer asset liquidity.
Leasing and Marketing Strategy. We have an operational management strategy designed to enhance tenant satisfaction and portfolio performance. We pursue an active leasing strategy, which includes broadly marketing available space, seeking to renew existing leases at higher rents per square foot and seeking leases which provide for the pass-through of property-related expenses to the tenant. We also have local and national marketing programs which focus on the business and real estate brokerage communities and multi-national tenants.
Acquisition/Development Strategy. Our acquisition/development strategy is to invest in industrial properties in the top industrial real estate markets in the United States.
Disposition Strategy. We continuously evaluate local market conditions and property-related factors in all of our markets for purposes of identifying assets suitable for disposition.
Financing Strategy. To finance acquisitions, developments and debt maturities, as market conditions permit, we may utilize a portion of proceeds from property sales, unsecured debt offerings, term loans, mortgage financings and line of credit borrowings under our $625.0 million unsecured revolving credit agreement (the "Unsecured Credit Facility"), and proceeds from the issuance, when and as warranted, of additional equity securities. As of February 23, 2017, we had approximately $384.0 million available for additional borrowings under the Unsecured Credit Facility.

5



Future Property Acquisitions, Developments and Property Sales
We have acquisition and development programs through which we seek to identify portfolio and individual industrial property acquisitions and developments. We also sell properties based on market conditions and property related factors. As a result, we are currently engaged in negotiations relating to the possible acquisition, development or sale of certain industrial properties in our portfolio.
When evaluating potential industrial property acquisitions and developments, as well as potential industrial property sales, we will consider such factors as: (i) the geographic area and type of property; (ii) the location, construction quality, condition and design of the property; (iii) the terms of tenant leases, including the potential for rent increases; (iv) the potential for economic growth and the general business, tax and regulatory environment of the area in which the property is located; (v) the occupancy and demand by tenants for properties of a similar type in the vicinity; (vi) competition from existing properties and the potential for the construction of new properties in the area; (vii) the potential for capital appreciation of the property; (viii) the ability to improve the property’s performance through renovation; and (ix) the potential for expansion of the physical layout of the property and/or the number of sites.
Industry
Industrial properties are typically used for the design, assembly, packaging, storage and distribution of goods and/or the provision of services. As a result, the demand for industrial space in the United States is related to the level of economic output. Accordingly, the competition we face to lease our existing properties and acquire new properties varies with the level of economic output.

6



Item  1A.
Risk Factors
Our operations involve various risks that could adversely affect our business, including our financial condition, our results of operations, our cash flow, our liquidity, our ability to make distributions to holders of the Company's common stock and the Operating Partnership's Units, the market price of the Company's common stock and the market value of the Units. These risks, among others contained in our other filings with the SEC, include:
Disruptions in the financial markets could affect our ability to obtain financing and may negatively impact our liquidity, financial condition and operating results.
A significant amount of our existing indebtedness was issued through capital markets transactions. We anticipate that the capital markets could be a source of refinancing of our existing indebtedness in the future. This source of refinancing may not be available if volatility in or disruption of the capital markets occurs. From time to time, the capital and credit markets in the United States and other countries experience significant price volatility, dislocations and liquidity disruptions, which can cause the market prices of many securities and the spreads on prospective debt financings to fluctuate substantially. These circumstances can materially impact liquidity in the financial markets, making terms for certain financings less attractive, and in some cases result in the unavailability of financing. Furthermore, we could potentially lose access to available liquidity under our Unsecured Credit Facility if one or more participating lenders were to default on their commitments. If our ability to issue additional debt or equity securities or to borrow money under our Unsecured Credit Facility were to be impaired by volatility in or disruption of the capital markets, it could have a material adverse effect on our liquidity and financial condition.
In addition, price volatility in the capital and credit markets could make the valuation of our properties more difficult. There may be significant uncertainty in the valuation, or in the stability of the value, of our properties that could result in a substantial decrease in the value of our properties. As a result, we may not be able to recover the carrying amount of our properties, which may require us to recognize an impairment loss in earnings.
Real estate investments fluctuate in value depending on conditions in the general economy and the real estate industry. These conditions may limit our revenues and available cash.
The factors that affect the value of our real estate and the revenues we derive from our properties include, among other things:
general economic conditions;
local, regional, national and international economic conditions and other events and occurrences that affect the markets in which we own properties;
local conditions such as oversupply or a reduction in demand in an area;
increasing labor and material costs;
the ability to collect on a timely basis all rents from tenants;
changes in tenant operations, real estate needs and credit;
changes in interest rates and in the availability, cost and terms of mortgage funding;
zoning or other regulatory restrictions;
competition from other available real estate;
operating costs, including maintenance, insurance premiums and real estate taxes; and
other factors that are beyond our control.
Our investments in real estate assets are concentrated in the industrial sector, and the demand for industrial space in the United States is related to the level of economic output. Accordingly, reduced economic output may lead to lower occupancy rates for our properties. In addition, if any of our tenants experiences a downturn in its business that weakens its financial condition, delays lease commencement, fails to make rental payments when due, becomes insolvent or declares bankruptcy, the result could be a termination of the tenant’s lease, which could adversely affect our cash flow from operations. These factors may be amplified by a disruption of financial markets or more general economic conditions.

7



Many real estate costs are fixed, even if income from properties decreases.
Our financial results depend on leasing space to tenants on terms favorable to us. Our income and funds available for distribution to our stockholders and Unitholders will decrease if a significant number of our tenants cannot pay their rent or we are unable to lease properties on favorable terms. In addition, if a tenant does not pay its rent, we may not be able to enforce our rights as landlord without delays and we may incur substantial legal costs. Costs associated with real property, such as real estate taxes and maintenance costs, generally are not reduced when circumstances cause a reduction in income from the property.
We may be unable to acquire properties on advantageous terms or acquisitions may not perform as we expect.
We have routinely acquired properties from third parties as conditions warrant and, as part of our business, we intend to continue to do so. The acquisition of properties entails various risks, including risks that our investments may not perform as expected and that our cost estimates for bringing an acquired property up to market standards, if necessary, may prove inaccurate. Further, we face significant competition for attractive investment opportunities from other well-capitalized real estate investors, including publicly-traded REITs and private investors. This competition increases as investments in real estate become attractive relative to other forms of investment. As a result of competition, we may be unable to acquire additional properties and purchase prices may increase. In addition, we expect to finance future acquisitions through a combination of borrowings under the Unsecured Credit Facility, proceeds from equity or debt offerings and debt originations and proceeds from property sales, which may not be available. Any of the above risks could adversely affect our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units.
We may obtain only limited warranties when we purchase a property and would have only limited recourse in the event our due diligence did not identify any issues that lower the value of our property.
The seller of a property often sells such property in its "as is" condition on a "where is" basis and "with all faults," without any warranties of merchantability or fitness for a particular use or purpose. In addition, purchase agreements may contain only limited warranties, representations and indemnifications that will only survive for a limited period after the closing. The purchase of properties with limited warranties increases the risk that we may lose some or all of our invested capital in the property as well as the loss of rental income from that property.
We may be unable to sell properties when appropriate or at all because real estate investments are not as liquid as certain other types of assets.
Real estate investments generally cannot be sold quickly, which could limit our ability to adjust our property portfolio in response to changes in economic conditions or in the performance of the portfolio. This could adversely affect our financial condition and our ability to service debt and make distributions to our stockholders and Unitholders. In addition, like other companies qualifying as REITs under the Code, our ability to sell assets may be restricted by tax laws that potentially result in punitive taxation on asset sales that fail to meet certain safe harbor rules or other criteria established under case law.
We may be unable to sell properties on advantageous terms.
We have routinely sold properties to third parties as conditions warrant and, as part of our business, we intend to continue to do so. However, our ability to sell properties on advantageous terms depends on factors beyond our control, including competition from other sellers and the availability of attractive financing for potential buyers. If we are unable to sell properties on favorable terms or to redeploy the proceeds in accordance with our business strategy, then our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected. Further, if we sell properties by providing financing to purchasers, defaults by the purchasers would adversely affect our operations and financial condition.

8



We may be unable to complete development and re-development projects on advantageous terms.
As part of our business, we develop new properties and re-develop existing properties as conditions warrant. This part of our business involves significant risks, including the following:
we may not be able to obtain financing for these projects on favorable terms;
we may not complete construction on schedule or within budget;
we may not be able to obtain, or may experience delays in obtaining, all necessary zoning, land-use, building, occupancy and other governmental permits and authorizations;
contractor and subcontractor disputes, strikes, labor disputes or supply chain disruptions may occur; and
properties may perform below anticipated levels, producing cash flow below budgeted amounts, which may result in us paying too much for a property, cause the property to not be profitable and limit our ability to sell such properties to third parties.
To the extent these risks result in increased debt service expense, construction costs and delays in budgeted leasing, they could adversely affect our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units.
We may be unable to renew leases or find other lessees on advantageous terms or at all.
We are subject to the risks that, upon expiration, leases may not be renewed, the space subject to such leases may not be relet or the terms of renewal or reletting, including the cost of required renovations, may be less favorable than the expiring lease terms. If we were unable to promptly renew a significant number of expiring leases or to promptly relet the spaces covered by such leases, or if the rental rates upon renewal or reletting were significantly lower than the current rates, our financial condition, results of operation, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.
The Company might fail to qualify as a REIT under existing laws and/or federal income tax laws could change.
The Company intends to operate so as to qualify as a REIT under the Code, and we believe that the Company is organized and will operate in a manner that allows us to continue to do so. However, qualification as a REIT involves the satisfaction of numerous requirements, some of which must be met on a recurring basis. These requirements are established under highly technical and complex Code provisions. There are only limited judicial and administrative interpretations of these provisions, and they involve the determination of various factual matters and circumstances not entirely within our control.
If the Company were to fail to qualify as a REIT in any taxable year, the Company would be subject to federal income tax at corporate rates, including any applicable alternative minimum tax. This could result in a discontinuation or substantial reduction in distributions to our stockholders and Unitholders and could reduce the cash available to pay interest and principal on debt securities that we issue. Unless entitled to relief under certain statutory provisions, the Company would be disqualified from electing treatment as a REIT for the four taxable years following the year during which the Company failed to qualify. Additionally, since the Internal Revenue Service ("IRS"), the United States Treasury Department and Congress frequently review federal income tax legislation, we cannot predict whether, when or to what extent new federal laws, regulations, interpretations or rulings will be adopted. Any such legislative action may prospectively or retroactively modify the Company's tax treatment and therefore, may adversely affect taxation of us and/or our stockholders and Unitholders. For example, in December 2015, the Protecting Americans from Tax Hikes Act of 2015 (the “PATH Act”) was signed into law. The Path Act contains numerous changes to prior U.S. federal income tax rules applicable to REITs.  Such changes include modifications to various rules that apply to our ownership of, and business relationship with, any taxable REIT subsidiaries (including a reduction in the maximum allowable value of our assets attributable to taxable REIT subsidiaries from 25% to 20%) which could impact our ability to enter into future investments.  The provisions enacted by the PATH Act could affect our tax positions or investments, and future legislative changes related to those rules described above could have a materially adverse impact on our results of operations.

9



Certain property transfers may generate prohibited transaction income, resulting in a penalty tax on the gain attributable to the transaction.
As part of our business, we sell properties to third parties as opportunities arise. Under the Code, a 100% penalty tax could be assessed on the tax gain recognized from sales of properties that are deemed to be prohibited transactions. The question of what constitutes a prohibited transaction is based on the facts and circumstances surrounding each transaction. The IRS could contend that certain sales of properties by us are prohibited transactions. While we have implemented controls to avoid prohibited transactions, if a dispute were to arise that was successfully argued by the IRS, the 100% penalty tax could be assessed against the Company's profits from these transactions.
The REIT distribution requirements may limit our ability to retain capital and require us to turn to external financing sources.
As a REIT, the Company must distribute to its stockholders at least 90% of its taxable income each year. The Company could, in certain instances, have taxable income without sufficient cash to enable it to meet this requirement. In that situation, we could be required to borrow funds or sell properties on adverse terms in order to do so. The distribution requirement could also limit our ability to accumulate capital to provide capital resources for our ongoing business, and to satisfy our debt repayment obligations and other liquidity needs, we may be more dependent on outside sources of financing, such as debt financing or issuances of additional capital stock, which may or may not be available on favorable terms. Additional debt financings may substantially increase our leverage and additional equity offerings may result in substantial dilution of stockholders’ and Unitholders' interests.
Failure to hedge effectively against interest rate changes may adversely affect our results of operations.
Subject to maintaining the Company's qualification as a REIT, we may seek to manage our exposure to interest rate volatility by using interest rate hedging arrangements, such as interest cap agreements and interest rate swap agreements. These agreements may fail to protect or could adversely affect us because, among other things:
interest rate hedging can be expensive, particularly during periods of rising and volatile interest rates;
available interest rate hedges may not correspond directly with the interest rate risk for which protection is sought;
the duration of the hedge may not match the duration of the related liability;
the amount of income that a REIT may earn from hedging transactions (other than through taxable REIT subsidiaries) is limited by U.S. federal tax provisions governing REITs;
the credit quality of the party owing money on the hedge may be downgraded to such an extent that it impairs our ability to sell or assign our side of the hedging transaction;
the party owing money in the hedging transaction may default on its obligation to pay;
we could incur significant costs associated with the settlement of the agreements;
the underlying transactions could fail to qualify as highly-effective cash flow hedges under generally accepted accounting practices; and
a court could rule that such an agreement is not legally enforceable.
We have adopted a practice relating to the use of derivative financial instruments to hedge interest rate risks related to our borrowings. This practice requires the Company's Board of Directors to authorize our use of derivative financial instruments to fix the interest rate on anticipated offerings of unsecured debt and to manage the interest rates on our variable rate borrowings. Our practice is that we do not use derivatives for speculative or trading purposes and intend only to enter into contracts with major financial institutions based on their credit rating and other factors, but the Company's Board of Directors may choose to change these practices in the future. Hedging may reduce the overall returns on our investments, which could reduce our cash available for distribution to our stockholders and Unitholders. Failure to hedge effectively against interest rate changes may materially adversely affect our financial condition, results of operations and cash flow.

10



Debt financing, the degree of leverage and rising interest rates could reduce our cash flow.
We use debt to increase the rate of return to our stockholders and Unitholders and to allow us to make more investments than we otherwise could. Our use of leverage presents an additional element of risk in the event that the cash flow from our properties is insufficient to meet both debt payment obligations and the distribution requirements of the REIT provisions of the Code. In addition, rising interest rates would reduce our cash flow by increasing the amount of interest due on our floating rate debt and on our fixed rate debt as it matures and is refinanced. Our organizational documents do not contain any limitation on the amount or percentage of indebtedness we may incur.
Failure to comply with covenants in our debt agreements could adversely affect our financial condition.
The terms of our agreements governing our indebtedness require that we comply with a number of financial and other covenants, such as maintaining debt service coverage and leverage ratios and maintaining insurance coverage. Complying with such covenants may limit our operational flexibility. Our failure to comply with these covenants could cause a default under the applicable debt agreement even if we have satisfied our payment obligations. Consistent with our prior practice, we will continue to interpret and certify our performance under these covenants in a good faith manner that we deem reasonable and appropriate. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by the noteholders or lenders in a manner that could impose and cause us to incur material costs. Our ability to meet our financial covenants may be adversely affected if economic and credit market conditions limit our ability to reduce our debt levels consistent with, or result in net operating income below, our current expectations. Under our Unsecured Credit Facility, an event of default can also occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred that could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreement.
Upon the occurrence of an event of default, we would be subject to higher finance costs and fees, and the lenders under our Unsecured Credit Facility will not be required to lend any additional amounts to us. In addition, our indebtedness, together with accrued and unpaid interest and fees, could be accelerated and declared to be immediately due and payable. Furthermore, our Unsecured Credit Facility, our unsecured term loans and the indentures governing our senior unsecured notes contain certain cross-default provisions that may be triggered in the event that our other material indebtedness is in default. These cross-default provisions may require us to repay or restructure our Unsecured Credit Facility, our unsecured term loans or our senior unsecured notes, depending on which is in default, and such restructuring could adversely affect our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units. If repayment of any of our indebtedness is accelerated, we cannot provide assurance that we would be able to borrow sufficient funds to refinance such indebtedness or that we would be able to sell sufficient assets to repay such indebtedness. Even if we were able to obtain new financing, it may not be on commercially reasonable terms, or terms that are acceptable to us.
Cross-collateralization of mortgage loans could result in foreclosure on a significant portion of our properties if we are unable to service its indebtedness.
Certain of our mortgages were issued on a cross-collateralized basis. Cross-collateralization makes all of the subject properties available to the lender in order to satisfy the debt. To the extent indebtedness is cross-collateralized, lenders may seek to foreclose upon properties that do not comprise the primary collateral for a loan, which may, in turn, result in acceleration of other indebtedness collateralized by such properties. Foreclosure of properties would result in a loss of income and asset value to us, making it difficult for us to meet both debt payment obligations and the distribution requirements of the REIT provisions of the Code.
We may have to make lump-sum payments on our existing indebtedness.
We are required to make lump-sum or "balloon" payments under the terms of some of our indebtedness. Our ability to make required payments of principal on outstanding indebtedness, whether at maturity or otherwise, may depend on our ability to refinance the applicable indebtedness or to sell properties. Currently, we have no commitments to refinance any of our indebtedness.
Our mortgages may impact our ability to sell encumbered properties on advantageous terms or at all.
Certain of our mortgages contain, and some future mortgages may contain, substantial prepayment premiums that we would have to pay upon the sale of a property, thereby reducing the net proceeds to us from the sale of any such property. As a result, our willingness to sell certain properties and the price at which we may desire to sell a property may be impacted. If we are unable to sell properties on favorable terms or redeploy the proceeds of property sales in accordance with our business strategy, then our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.

11



Adverse market and economic conditions could cause us to recognize impairment charges.
We regularly review our real estate assets for impairment indicators, such as a decline in a property’s occupancy rate, decline in general market conditions or a change in the expected hold period of an asset. If we determine that indicators of impairment are present, we review the properties affected by these indicators to determine whether an impairment charge is required. As a result, we may be required to recognize asset impairment, which could materially and adversely affect our business, financial condition and results of operations. We use considerable judgment in making determinations about impairments, from analyzing whether there are indicators of impairment, to the assumptions used in calculating the fair value of the investment. Accordingly, our subjective estimates and evaluations may not be accurate, and such estimates and evaluations are subject to change or revision.
Earnings and cash dividends, asset value and market interest rates affect the price of the Company's common stock.
The market value of the Company's common stock is based in large part upon the market’s perception of the growth potential of the Company's earnings and cash dividends. The market value of the Company's common stock is also based upon the value of the Company's underlying real estate assets. For this reason, shares of the Company's common stock may trade at prices that are higher or lower than the Company's net asset value per share. To the extent that the Company retains operating cash flow for investment purposes, working capital reserves, or other purposes, these retained funds, while increasing the value of the Company's underlying assets, may not correspondingly increase the market price of the Company's common stock. The Company's failure to meet the market’s expectations with regard to future earnings and the payment of cash dividends/distributions likely would adversely affect the market price of the Company's common stock. Further, the distribution yield on the common stock (as a percentage of the price of the common stock) relative to market interest rates may also influence the market price of the Company's common stock. An increase in market interest rates might lead prospective purchasers of the Company's common stock to expect a higher distribution yield, which would adversely affect the market price of the Company's common stock. Any reduction in the market price of the Company's common stock would, in turn, reduce the market value of the Units.
We may become subject to litigation.
We may become subject to litigation, including claims relating to our operations, offerings, and otherwise in the ordinary course of business. Some of these claims may result in significant defense costs and potentially significant judgments against us, some of which are not, or cannot be, insured against. Resolution of these types of matters could adversely impact our financial condition, results of operations and cash flow. Certain litigation or the resolution of certain litigation may affect the availability or cost of some of our insurance coverage, which could adversely impact our results of operations and cash flows, expose us to increased risks that would be uninsured, and/or adversely impact our ability to attract officers and directors.
We may incur unanticipated costs and liabilities due to environmental problems.
Under various federal, state and local laws, ordinances and regulations, we may, as an owner or operator of real estate, be liable for the costs of clean-up of certain conditions relating to the presence of hazardous or toxic materials on, in or emanating from a property and any related damages to natural resources. Environmental laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the presence of hazardous or toxic materials. The presence of such materials, or the failure to address those conditions properly, may adversely affect our ability to rent or sell a property or to borrow using a property as collateral. The disposal or treatment of hazardous or toxic materials, or the arrangement of such disposal or treatment, may cause us to be liable for the costs of clean-up of such materials or for related natural resource damages occurring at or emanating from an off-site disposal or treatment facility, whether or not the facility is owned or operated by us. No assurance can be given that existing environmental assessments with respect to any of our properties reveal all environmental liabilities, that any prior owner or operator of any of our properties did not create any material environmental condition not known to us or that a material environmental condition does not otherwise exist as to any of our properties. Moreover, there can be no assurance that (i) changes to existing laws, ordinances or regulations to address, among other things, climate change, will not impose any material environmental liability or (ii) the current environmental condition of our properties will not be affected by customers, by the condition of land or operations in the vicinity of our properties (such as releases from underground storage tanks), or by third-parties unrelated to us.

12



All of our properties were subject to a Phase I or similar environmental assessment by independent environmental consultants at the time of acquisition. Phase I assessments are intended to discover and evaluate information regarding the environmental condition of the surveyed property and surrounding properties. Phase I assessments generally include a historical review, a public records review, an investigation of the surveyed site and surrounding properties, and preparation and issuance of a written report, but do not include soil sampling or subsurface investigations and typically do not include an asbestos survey. While some of these assessments have led to further investigation and sampling, none of our environmental assessments of our properties have revealed an environmental liability that we believe would have a material adverse effect on our business, financial condition or results of operations taken as a whole. However, we cannot give any assurance that such conditions do not exist or may not arise in the future. Material environmental conditions, liabilities or compliance concerns may arise after the environmental assessment has been completed.
Environmental laws in the U.S. also require that owners or operators of buildings containing asbestos properly manage and maintain the asbestos, adequately inform or train those who may come into contact with asbestos and undertake special precautions, including removal or other abatement, in the event that asbestos is disturbed during building renovation or demolition. These laws may impose fines and penalties on building owners or operators who fail to comply with these requirements and may allow third-parties to seek recovery from owners or operators for personal injury associated with exposure to asbestos. Some of our properties may contain asbestos-containing building materials.
We invest in properties historically used for industrial, manufacturing and commercial purposes. Some of these properties contain, or may have contained, underground storage tanks for the storage of petroleum products and other hazardous or toxic substances. All of these operations create a potential for the release of petroleum products or other hazardous or toxic substances. Some of our properties are adjacent to or near other properties that may have contained or currently contain underground storage tanks used to store petroleum products, or other hazardous or toxic substances. In addition, previous or current occupants of our properties and adjacent properties may have engaged, or may in the future engage, in activities that may release petroleum products or other hazardous or toxic substances.
We have a portfolio environmental insurance policy that provides coverage for potential environmental liabilities, subject to the policy’s coverage conditions and limitations, for most of our properties. From time to time, we may acquire properties or interests in properties, with known adverse environmental conditions where we believe that the environmental liabilities associated with these conditions are quantifiable and that the acquisition will yield a superior risk-adjusted return. In such an instance, we underwrite the costs of environmental investigation, clean-up and monitoring into the cost. Further, in connection with property dispositions, we may agree to remain responsible for, and to bear the cost of, remediating or monitoring certain environmental conditions on the properties.
Our insurance coverage does not include all potential losses.
Real property is subject to casualty risk including damage, destruction, or loss resulting from events that are unusual, sudden and unexpected. Some of our properties are located in areas where casualty risk is higher due to earthquake, wind and/or flood risk. We carry comprehensive insurance coverage to mitigate our casualty risk, in amounts and of a kind that we believe are appropriate for the markets where each of our properties and their business operations are located. Among other coverage, we carry property, boiler and machinery, liability, fire, flood, terrorism, earthquake, extended coverage and rental insurance. Our coverage includes policy specifications and limits customarily carried for similar properties and business activities.  We evaluate our level of insurance coverage and deductibles using analysis and modeling, as is customary in our industry. However, we do not insure against all types of casualty, and we may not fully insure against those casualty types where we do have insurance, either because coverage is not available or because we do not deem it to be economically feasible or prudent to do so. As a result, we could experience a significant loss of capital or revenues, and be exposed to obligations under recourse debt associated with a property. This could occur if an uninsured loss occurs, a loss in excess of insured limits occurs, or a loss is not paid due to insurer insolvency.

13



We may incur significant costs complying with various federal, state and local laws, regulations and covenants that are applicable to our properties and, in particular, costs associated with complying with regulations such as the Americans with Disabilities Act of 1990 (the "ADA") may result in unanticipated expenses.
The properties in our portfolio are subject to various covenants and U.S. federal, state and local laws and regulatory requirements, including permitting and licensing requirements. Local regulations, including municipal or local ordinances, zoning restrictions and restrictive covenants imposed by community developers may restrict our use of our properties and may require us to obtain approval from local officials or restrict our use of our properties and may require us to obtain approval from local officials of community standards organizations at any time with respect to our properties, including prior to acquiring a property or when undertaking renovations of any of our existing properties. Among other things, these restrictions may relate to fire and safety, seismic or hazardous material abatement requirements. There can be no assurance that existing laws and regulatory policies will not adversely affect us or the timing or cost of any future acquisitions or renovations, or that additional regulation will not be adopted that increase such delays or result in additional costs. Our growth strategy may be affected by our ability to obtain permits, licenses and zoning relief. Our failure to obtain such permits, licenses and zoning relief or to comply with applicable laws could have an adverse effect on our financial condition, results of operations and cash flow.
In addition, under the ADA, all places of public accommodation are required to meet certain U.S. federal requirements related to access and use by disabled persons. Noncompliance with the ADA could result in an order to correct any non-complying feature, which could result in substantial capital expenditures. We do not conduct audits or investigations of all of these properties to determine their compliance and we cannot predict the ultimate cost of compliance with the ADA, or other legislation. If one or more of our properties in which we invest is not in compliance with the ADA, or other legislation, then we would be required to incur additional costs to bring the property into compliance. If we incur substantial costs to comply with the ADA or other legislation, our financial condition, results of operations, cash flow, our ability to satisfy debt service obligations and to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.
Terrorist attacks and other acts of violence or war may affect the market for the Company's common stock, the industry in which we conduct our operations and our profitability.
Acts of violence, including terrorist attacks could occur in the localities in which we conduct business. More generally, these events could cause consumer confidence and spending to decrease or result in increased volatility in the worldwide financial markets and economy. These attacks or armed conflicts may adversely impact our operations or financial condition. In addition, losses resulting from these types of events may be uninsurable.
We face risks relating to cybersecurity attacks that could cause loss of confidential information and other business disruptions.
We rely extensively on computer systems to manage our business, and our business is at risk from and may be impacted by cybersecurity attacks. These could include attempts to gain unauthorized access to our data and computer systems. Attacks can be both individual and/or highly organized attempts organized by very sophisticated hacking organizations. We employ a number of measures to prevent, detect and mitigate these threats, which include password protection, frequent password change events, firewall detection systems, frequent backups, a redundant data system for core applications and annual penetration testing; however, there is no guarantee such efforts will be successful in preventing a cybersecurity attack. A cybersecurity attack could compromise the confidential information of our employees, tenants and vendors. A successful attack could have a materially adverse effect on our business, financial condition and results of operations.
Adverse changes in our credit ratings could negatively affect our liquidity and business operations.
The credit ratings of our senior unsecured notes are based on our operating performance, liquidity and leverage ratios, overall financial position and other factors employed by the credit rating agencies in their rating analyses. Our credit ratings can affect the availability, terms and pricing of any indebtedness we may incur or preferred stock that we might issue going forward. There can be no assurance that we will be able to maintain any credit rating and, in the event any credit rating is downgraded, we could incur higher borrowing costs or may be unable to access certain or any capital markets.

14



Our business could be adversely impacted if we have deficiencies in our disclosure controls and procedures or internal control over financial reporting.
The design and effectiveness of our disclosure controls and procedures and internal control over financial reporting may not prevent all errors, misstatements or misrepresentations. While management will continue to review the effectiveness of our disclosure controls and procedures and internal control over financial reporting, there can be no guarantee that our internal control over financial reporting will be effective in accomplishing all control objectives all of the time. Deficiencies, including any material weakness, in our internal control over financial reporting which may occur could result in misstatements of our results of operations, restatements of our financial statements, a decline in the price/value of our securities, or otherwise materially adversely affect our business, reputation, results of operations, financial condition or liquidity.
The Company is authorized to issue preferred stock. The issuance of preferred stock could adversely affect the holders of the Company's common stock issued pursuant to its public offerings.
Our declaration of trust authorizes the Company to issue 150,000,000 shares, of which 10,000,000 shares are designated as preferred stock. Subject to approval by the Company's Board of Directors, the Company may issue preferred stock with rights, preferences and privileges that are more beneficial than the rights, preferences and privileges of its common stock. Holders of the Company's common stock do not have preemptive rights to acquire any shares issued by the Company in the future. If the Company ever creates and issues preferred stock with a distribution preference over common stock, payment of any distribution preferences on outstanding preferred stock would reduce the amount of funds available for the payment of distributions to our common stockholders and Unitholders. In addition, holders of preferred stock are normally entitled to receive a preference payment in the event of liquidation, dissolution or winding up before any payment is made to our common stockholders, which would reduce the amount our common stockholders and Unitholders, might otherwise receive upon such an occurrence. Also, under certain circumstances, the issuance of preferred stock may have the effect of delaying or preventing a change in control of the Company.
The Company's Board of Directors may change its strategies, policies or procedures without stockholder approval, which may subject us to different and more significant risks in the future.
Our investment, financing, leverage and distribution policies and our policies with respect to all other activities, including growth, debt, capitalization and operations, are determined by the Company's Board of Directors. These policies may be amended or revised at any time and from time to time at the discretion of the Company's Board of Directors without notice to or a vote of its stockholders. This could result in us conducting operational matters, making investments or pursuing different business or growth strategies. Under these circumstances, we may expose ourselves to different and more significant risks in the future, which could have a material adverse effect on our business and growth. In addition, the Company's Board of Directors may change its governance policies provided that such changes are consistent with applicable legal requirements. A change in these policies could have an adverse effect on our financial condition, results of operations, cash flow, ability to satisfy our principal and interest obligations, ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units.
We may be unable to retain and attract key management personnel.
We may be unable to retain and attract talented executives. In the event of the loss of key management personnel or upon unexpected death, disability or retirement, we may not be able to find replacements with comparable skill, ability and industry expertise. Until suitable replacements are identified and retained, if at all, our operating results and financial condition could be materially and adversely affected.

15



We could be subject to risks and liabilities in connection with joint venture arrangements.
Our organizational documents do not limit the amount of available funds that we may invest in joint ventures. Although we have no investments in joint ventures as of December 31, 2016, we may selectively develop and acquire properties through joint ventures with other persons or entities when we deem such transactions are warranted by the circumstances in the future. Joint venture investments, in general, involve certain risks not otherwise present with other methods of investment in real estate, including:
joint venturers may share certain approval rights over major decisions;
joint venturers might become bankrupt or otherwise fail to fund their share of any required capital commitments;
joint venturers might have economic or other business interests or goals that are competitive or inconsistent with our business interests or goals that would affect our ability to operate the property;
joint venturers may have the power to act contrary to our instructions, requests, policies or objectives, including our current policy with respect to maintaining the Company's qualification as a REIT;
the joint venture agreements often restrict the transfer of a member’s or joint venturer’s interest or may otherwise restrict our ability to sell the interest when we desire or on advantageous terms;
disputes between us and our joint venturers may result in litigation or arbitration that would increase our expenses and prevent our officers and directors from focusing their time and effort on our business and subject the properties owned by the applicable joint venture to additional risk; and
we may in certain circumstances be liable for the actions of our joint venturers.
The occurrence of one or more of the events described above could adversely affect our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units.

Item  1B.
Unresolved SEC Comments
None.

16



Item  2.
Properties
General
At December 31, 2016, we owned 535 in-service industrial properties containing an aggregate of approximately 62.2 million square feet of GLA in 23 states, with a diverse base of approximately 1,500 tenants engaged in a wide variety of businesses, including manufacturing, retail, wholesale trade, distribution and professional services. The average annual base rent per square foot on a portfolio basis, calculated at December 31, 2016, was $4.90. The properties are generally located in business parks that have convenient access to interstate highways and/or rail and air transportation. We maintain insurance on our properties that we believe is adequate.
We classify our properties into four industrial categories: light industrial, R&D/flex, bulk warehouse and regional warehouse. While some properties may have characteristics which fall under more than one property type, we use what we believe is the most dominant characteristic to categorize the property.
The following describes, generally, the different industrial categories:
Light industrial properties are of less than 100,000 square feet, have a ceiling height of 16-21 feet and are comprised of 5%-50% of office space;
R&D/flex buildings are of less than 100,000 square feet, have a ceiling height of less than 16 feet and are comprised of 50% or more of office space;
Bulk warehouse buildings are of more than 100,000 square feet, have a ceiling height of at least 22 feet and are comprised of 5%-15% of office space; and
Regional warehouses are of less than 100,000 square feet, have a ceiling height of at least 22 feet and are comprised of 5%-15% of office space.

17



The following tables summarize, by market, certain information as of December 31, 2016, with respect to the in-service properties.
In-Service Property Summary Totals
 
Light Industrial
 
R&D/Flex
 
Bulk Warehouse
 
Regional
Warehouse
 
Total
 
 
Metropolitan Area
GLA
(in 000's)
 
Number of
Properties
 
GLA
(in 000's)
 
Number of
Properties
 
GLA
(in 000's)
 
Number of
Properties
 
GLA
(in 000's)
 
Number of
Properties
 
GLA
(in 000's)
 
Number of
Properties
 
Average
Occupancy
at 12/31/16
Atlanta, GA
380

 
6

 

 

 
4,077

 
14

 
924

 
7

 
5,381

 
27

 
95
%
Baltimore, MD
453

 
8

 
140

 
4

 
1,580

 
5

 
96

 
1

 
2,269

 
18

 
83
%
Central/Eastern PA (a)
460

 
11

 

 

 
6,107

 
14

 
712

 
8

 
7,279

 
33

 
95
%
Chicago, IL
254

 
5

 
124

 
2

 
4,014

 
12

 
227

 
5

 
4,619

 
24

 
98
%
Cincinnati, OH
278

 
5

 
100

 
2

 
416

 
2

 
763

 
5

 
1,557

 
14

 
97
%
Cleveland, OH

 

 

 

 
1,318

 
7

 

 

 
1,318

 
7

 
100
%
Dallas/Ft. Worth, TX
1,250

 
30

 
151

 
5

 
3,781

 
24

 
524

 
7

 
5,706

 
66

 
97
%
Denver, CO
1,147

 
26

 
156

 
5

 
398

 
3

 
632

 
6

 
2,333

 
40

 
99
%
Detroit, MI
998

 
37

 
136

 
3

 
499

 
4

 
517

 
12

 
2,150

 
56

 
100
%
Houston, TX
470

 
8

 

 

 
3,009

 
13

 
444

 
6

 
3,923

 
27

 
95
%
Indianapolis, IN
416

 
11

 
25

 
2

 
2,177

 
7

 
603

 
7

 
3,221

 
27

 
96
%
Miami, FL
82

 
1

 

 

 
143

 
1

 
345

 
7

 
570

 
9

 
100
%
Milwaukee, WI
36

 
1

 

 

 
873

 
4

 
90

 
1

 
999

 
6

 
100
%
Minneapolis/St. Paul, MN
601

 
7

 
406

 
5

 
3,567

 
16

 
145

 
2

 
4,719

 
30

 
97
%
Nashville, TN
164

 
2

 

 

 
979

 
3

 

 

 
1,143

 
5

 
97
%
New Jersey (a)
865

 
15

 
217

 
4

 
907

 
3

 
112

 
1

 
2,101

 
23

 
98
%
Orlando, FL
79

 
1

 

 

 
325

 
2

 

 

 
404

 
3

 
100
%
Phoenix, AZ
39

 
1

 

 

 
1,219

 
7

 
452

 
7

 
1,710

 
15

 
86
%
Salt Lake City, UT
190

 
6

 
92

 
5

 
282

 
1

 
123

 
1

 
687

 
13

 
97
%
Seattle, WA

 

 

 

 
100

 
1

 
127

 
2

 
227

 
3

 
86
%
Southern California (a)
773

 
21

 

 

 
4,084

 
15

 
990

 
15

 
5,847

 
51

 
99
%
St. Louis, MO
404

 
6

 
192

 
2

 
1,238

 
2

 

 

 
1,834

 
10

 
95
%
Tampa, FL
213

 
6

 
354

 
14

 
210

 
1

 

 

 
777

 
21

 
95
%
Other (b)
24

 
1

 

 

 
1,397

 
6

 

 

 
1,421

 
7

 
92
%
Total
9,576

 
215

 
2,093

 
53

 
42,700

 
167

 
7,826

 
100

 
62,195

 
535

 
96.0
%
Occupancy by Industrial Property Type
 
 
94.4
%
 
 
 
91.9
%
 
 
 
96.2
%
 
 
 
98.4
%
 
 
 
96.0
%
 
 
_______________
(a)
Southern California includes the markets of Los Angeles, the Inland Empire and San Diego. Central/Eastern PA includes the markets of Central Pennsylvania and Philadelphia. New Jersey includes the markets of Northern and Southern New Jersey.
(b)
Properties are located in Kansas City, MO; San Antonio, TX; Birmingham, AL; Jefferson County, KY; Greenville, KY; Fort Smith, AR and Winchester, VA.
Indebtedness
As of December 31, 2016, 152 of our 535 in-service industrial properties, with a net carrying value of $660.0 million, are pledged as collateral under our mortgage financings, totaling $498.9 million, excluding unamortized deferred financing costs. See Note 4 to the Consolidated Financial Statements and the accompanying Schedule III beginning on page S-1 for additional information. See Subsequent Events.

18



Property Acquisitions
During the year ended December 31, 2016, we acquired six industrial properties and several land parcels for an aggregate purchase price of approximately $111.1 million. The industrial properties were acquired at an expected stabilized capitalization rate of approximately 6.7%. The capitalization rate for these industrial property acquisitions was calculated using the estimated stabilized net operating income (excluding straight-line rent and above and below market lease amortization) and dividing it by the sum of the purchase price plus estimated costs incurred to stabilize the properties. The acquired industrial properties have the following characteristics: 
Metropolitan Area
 
Number  of
Properties
 
GLA
 
Property Type
 
Occupancy
at  12/31/16
Chicago, IL
 
1

 
121,142

 
Bulk Warehouse
 
0
%
Indianapolis, IN
 
1

 
99,877

 
Regional Warehouse
 
100
%
Miami, FL
 
1

 
63,389

 
Regional Warehouse
 
100
%
Orlando, FL
 
2

 
324,875

 
Bulk Warehouse
 
100
%
Southern California
 
1

 
99,307

 
Regional Warehouse
 
100
%
 
 
6

 
708,590

 
 
 
 
Development Activity
During the year ended December 31, 2016, we placed in-service 11 development projects totaling approximately 3.3 million square feet of GLA at a total estimated cost of approximately $210.1 million. Included in the total estimated cost is $18.0 million of estimated leasing costs, including tenant improvements, lease inducements and leasing commissions, less one-time reimbursements of tenant improvements. The capitalization rate for these development projects, calculated using the estimated stabilized net operating income (excluding straight-line rent and lease inducement amortization) divided by the total estimated investment in the developed properties is 7.4%. The placed in-service development projects have the following characteristics:
Metropolitan Area
 
Number  of
Properties
 
GLA
 
Property Type
 
Occupancy
at  12/31/16
Atlanta, GA
 
1

 
409,559

 
Bulk Warehouse
 
100
%
Central/Eastern PA
 
1

 
341,400

 
Bulk Warehouse
 
100
%
Central/Eastern PA
 
1

 
243,360

 
Bulk Warehouse
 
100
%
Chicago, IL
 
1

 
601,439

 
Bulk Warehouse
 
100
%
Dallas/Ft. Worth, TX
 
1

 
153,200

 
Bulk Warehouse
 
100
%
Dallas/Ft. Worth, TX
 
1

 
234,100

 
Bulk Warehouse
 
100
%
New Jersey
 
1

 
577,200

 
Bulk Warehouse
 
100
%
Phoenix, AZ
 
1

 
386,100

 
Bulk Warehouse
 
81
%
Southern California
 
1

 
187,985

 
Bulk Warehouse
 
100
%
Southern California
 
1

 
63,450

 
Regional Warehouse
 
100
%
Southern California
 
1

 
65,600

 
Regional Warehouse
 
100
%
 
 
11

 
3,263,393

 
 
 
 


19



As of December 31, 2016, we have four development projects that are under construction totaling approximately 2.4 million square feet of GLA. The estimated total investment for the four development projects under construction is $167.2 million, of which $67.1 million has been incurred as of December 31, 2016. There can be no assurance that the actual completion cost will not exceed the estimated completion cost stated above. The development projects under construction have the following characteristics:
Metropolitan Area
 
Number  of
Properties
 
GLA
 
Property Type
 
Anticipated Quarter of Building Completion
Phoenix, AZ
 
1

 
618,350

 
Bulk Warehouse
 
Q1 2017
Chicago, IL
 
1

 
602,348

 
Bulk Warehouse
 
Q2 2017
Southern California
 
1

 
242,580

 
Bulk Warehouse
 
Q2 2017
Southern California
 
6

 
936,000

 
Bulk Warehouse, Regional Warehouse
 
Q4 2017
 
 
9

 
2,399,278

 
 
 
 
Property Sales
During the year ended December 31, 2016, we sold 63 industrial properties comprising approximately 3.9 million square feet of GLA, at a weighted average capitalization rate of 6.9%, for total gross sales proceeds of approximately $169.9 million. The capitalization rate for the 63 industrial property sales is calculated by taking revenues of the property (excluding straight-line rent, lease inducement amortization and above and below market lease amortization) less operating expenses of the property for a period of the last twelve full months prior to sale and dividing the sum by the sales price of the property. The sold industrial properties have the following characteristics:
Metropolitan Area
 
Number  of
Properties
 
GLA
 
Property Type
Atlanta, GA
 
1

 
152,819

 
Bulk Warehouse
Baltimore, MD
 
1

 
28,570

 
R&D/Flex
Chicago, IL
 
4

 
613,319

 
Bulk Warehouse, R&D/Flex
Dallas/Ft. Worth, TX
 
6

 
215,472

 
Bulk Warehouse, R&D/Flex, Regional Warehouse
Denver, CO
 
6

 
338,406

 
R&D/Flex, Regional Warehouse
Detroit, MI
 
15

 
441,968

 
R&D/Flex, Regional Warehouse, Light Industrial
Indianapolis, IN
 
2

 
167,080

 
Light Industrial
New Jersey
 
1

 
79,329

 
Regional Warehouse
Milwaukee, WI
 
6

 
491,058

 
Bulk Warehouse, R&D/Flex, Regional Warehouse, Light Industrial
St. Louis, MO
 
7

 
602,439

 
Bulk Warehouse, Light Industrial
Tampa, FL
 
12

 
293,362

 
R&D/Flex
Other (a)
 
2

 
485,798

 
Bulk Warehouse, Regional Warehouse
Total
 
63

 
3,909,620

 
 
_______________
(a)
Properties were located in Des Moines, IA and Horn Lake, MS.

20



Tenant and Lease Information
We have a diverse base of approximately 1,500 tenants engaged in a wide variety of businesses including retail, wholesale trade, distribution, manufacturing and professional services. At December 31, 2016, our leases have a weighted average lease length of 6.5 years and provide for periodic rent increases that are either fixed or based on changes in the Consumer Price Index. Industrial tenants typically have net or semi-net leases and pay as additional rent their percentage of the property’s operating costs, including the costs of common area maintenance, utilities, property taxes and insurance. As of December 31, 2016, approximately 96.0% of the GLA of our in-service properties was leased, and no single tenant or group of related tenants accounted for more than 2.7% of our rent revenues, nor did any single tenant or group of related tenants occupy more than 2.2% of the total GLA of our in-service properties.
Leasing Activity
The following table provides a summary of our leasing activity for the year ended December 31, 2016. The table does not include month-to-month leases or leases with terms less than twelve months.  
 
Number of
Leases
Commenced
 
Square Feet
Commenced
(in 000’s)
 
Net Rent Per
Square Foot (1)
 
GAAP  Basis
Rent  Growth (2)
 
Weighted
Average  Lease
Term (3)
 
Lease Costs
Per Square
Foot (4)
 
Weighted
Average Tenant
Retention (5)
New Leases
155

 
2,352

 
$
5.60

 
18.7
%
 
5.2

 
$
5.27

 
N/A

Renewal Leases
292

 
8,968

 
$
5.03

 
15.1
%
 
3.9

 
$
1.18

 
74.3
%
Development / Not In Service Acquisition Leases
18

 
3,181

 
$
5.15

 
N/A

 
9.1

 
N/A

 
N/A

Total / Weighted Average
465

 
14,501

 
$
5.16

 
15.9
%
 
5.2

 
$
2.02

 
N/A

_______________
(1)
Net rent is the average base rent calculated in accordance with GAAP, over the term of the lease.
(2)
GAAP basis rent growth is a ratio of the change in net rent (on a GAAP basis, including straight-line rent adjustments as required by GAAP) on a new or renewal lease compared to the net rent (on a GAAP basis) of the comparable lease. New leases where there were no prior comparable leases are excluded.
(3)
The lease term is expressed in years. Assumes no exercise of lease renewal options, if any.
(4)
Lease costs are comprised of the costs incurred or capitalized for improvements of vacant and renewal spaces, as well as the commissions paid and costs capitalized for leasing transactions. Lease costs per square foot represent the total turnover costs expected to be incurred on the leases signed during the period and do not reflect actual expenditures for the period.
(5)
Represents the weighted average square feet of tenants renewing their respective leases.
During the year ended December 31, 2016, 101 new leases commenced with free rent periods during the lease term with such leases constituting 1.9 million square feet of GLA. Total free rent concessions of $2.5 million were associated with these new leases. During the year ended December 31, 2016, 25 renewal leases commenced with free rent periods during the lease term with such leases constituting 0.9 million square feet of GLA. Total free rent concessions of $0.7 million were associated with these renewal leases. Additionally, during the year ended December 31, 2016, 17 development and not in service acquisition leases commenced with free rent periods during the lease term with such leases constituting 3.1 million square feet of GLA. Total free rent concessions of $5.4 million were associated with these development and not in service acquisition leases.

21



Lease Expirations
Fundamentals for the United States industrial real estate market remained favorable in 2016, as growth in the general economy, in particular e-commerce supply chain activity, drove additional demand for space. Development of new industrial space increased in response to this growth in demand, but incremental demand continued to exceed new supply. The fourth quarter of 2016 marked the 27th consecutive quarter of positive net absorption for the overall market. These conditions resulted in continued growth in market rental rate environments in virtually all of our markets. Based on our recent experience, the favorable supply-demand balance and the 2017 forecast from a leading national research company, we expect our average net rental rates for renewal leases on a cash basis to be higher than the expiring rates. For 2017, net rental rates for new leases on a cash basis on average are expected to be slightly higher than the comparative prior leases, primarily due to the improvement in market conditions as compared to the conditions prevailing when the comparative leases were structured. The following table shows scheduled lease expirations for all leases for our in-service properties as of December 31, 2016. 
Year of Expiration (1)
 
Number of
Leases
Expiring
 
GLA
Expiring (2)
 
Percentage
of  GLA
Expiring (2)
 
Annualized Base Rent
Under
Expiring
Leases (3)
 
Percentage
of Total
Annualized
Base Rent
Expiring (3)
 
 
 
 
 
 
 
 
(In thousands)
 
 
2017
 
228

 
4,114,770

 
7
%
 
24,030

 
8
%
2018
 
303

 
9,479,579

 
16
%
 
46,825

 
16
%
2019
 
302

 
9,159,777

 
15
%
 
46,024

 
16
%
2020
 
230

 
7,652,882

 
13
%
 
37,714

 
13
%
2021
 
194

 
9,205,746

 
16
%
 
43,193

 
15
%
2022
 
107

 
4,830,977

 
8
%
 
22,415

 
8
%
2023
 
44

 
2,491,433

 
4
%
 
13,682

 
5
%
2024
 
27

 
3,016,427

 
5
%
 
12,845

 
4
%
2025
 
29

 
2,798,755

 
5
%
 
12,946

 
5
%
2026
 
30

 
2,742,798

 
5
%
 
12,454

 
4
%
Thereafter
 
21

 
3,652,120

 
6
%
 
17,615

 
6
%
Total
 
1,515

 
59,145,264

 
100
%
 
$
289,743

 
100
%
_______________
(1)
Includes leases that expire on or after January 1, 2017 and assumes tenants do not exercise existing renewal, termination or purchase options.
(2)
Does not include existing vacancies of 2,468,967 aggregate square feet and December 31, 2016 move outs of 581,036 aggregate square feet.
(3)
Annualized base rent is calculated as monthly base rent (cash basis) per the terms of the lease, as of December 31, 2016, multiplied by 12. If free rent is granted, then the first positive rent value is used.

Item  3.
Legal Proceedings
We are involved in legal proceedings arising in the ordinary course of business. All such proceedings, taken together, are not expected to have a material impact on our results of operations, financial position or liquidity.

Item  4.
Mine Safety Disclosures
None.

22


PART II
 
Item  5.
Market for Registrant’s Common Equity / Partners' Capital, Related Stockholder / Unitholder Matters and Issuer Purchases of Equity Securities
Market Information
The following table sets forth, for the periods indicated, the high and low closing prices per share of the Company's common stock, which trades on the New York Stock Exchange under the trading symbol “FR” and the dividends declared per share for the Company's common stock and the distributions declared per Unit for the Operating Partnership's Units. There is no established public trading market for the Units.
Quarter Ended
 
High
 
Low
 
Dividend/Distribution
Declared
December 31, 2016
 
$
28.12

 
$
25.35

 
$
0.1900

September 30, 2016
 
$
29.61

 
$
27.00

 
$
0.1900

June 30, 2016
 
$
27.82

 
$
22.36

 
$
0.1900

March 31, 2016
 
$
22.98

 
$
19.32

 
$
0.1900

December 31, 2015
 
$
23.08

 
$
21.08

 
$
0.1275

September 30, 2015
 
$
21.43

 
$
18.69

 
$
0.1275

June 30, 2015
 
$
21.53

 
$
18.73

 
$
0.1275

March 31, 2015
 
$
22.45

 
$
20.02

 
$
0.1275

As of February 21, 2016, the Company had 415 common stockholders of record. The number of holders does not include individuals or entities who beneficially own shares but whose shares are held of record by a broker or clearing agency, but does include each such broker or clearing agency as one record holder. The Operating Partnership had 130 holders of record of Units registered with our transfer agent.
In order to comply with the REIT requirements of the Code, the Company is generally required to make common share distributions and preferred share distributions (other than capital gain distributions) to its shareholders in amounts that together at least equal i) the sum of a) 90% of the Company's “REIT taxable income” computed without regard to the dividends paid deduction and net capital gains and b) 90% of net income (after tax), if any, from foreclosure property, minus ii) certain excess non-cash income.
Our dividend/distribution policy is determined by the Company's Board of Directors and is dependent on multiple factors, including cash flow and capital expenditure requirements, as well as ensuring that the Company meets the minimum distribution requirements set forth in the Code. The Company met the minimum distribution requirements with respect to 2016.
Holders of Units are entitled to receive distributions when, as and if declared by the Company's Board of Directors, after the priority distributions required under the Operating Partnership's partnership agreement have been made with respect to preferred partnership interests in the Operating Partnership out of any funds legally available for that purpose.
During the year ended December 31, 2016, the Operating Partnership did not issue any Limited Partner Units.
Subject to certain lock-up periods, holders of Limited Partner Units can redeem their Units by providing written notification to the General Partner of the Operating Partnership. Unless the General Partner provides notice of a redemption restriction to the holder, redemption must be made within seven business days after receipt of the holder’s notice. The redemption can be effectuated, as determined by the General Partner, either by exchanging the Limited Partner Units for shares of common stock of the Company on a one-for-one basis, subject to adjustment, or by paying cash equal to the fair market value of such shares. Prior requests for redemption have generally been fulfilled with shares of common stock of the Company, and the Operating Partnership intends to continue this practice. If each Limited Partner Unit of the Operating Partnership were redeemed as of December 31, 2016, the Operating Partnership could satisfy its redemption obligations by making an aggregate cash payment of approximately $113.3 million or by issuing 4,039,375 shares of the Company’s common stock.

23


Equity Compensation Plans
The following table sets forth information regarding the Company's equity compensation plans as of December 31, 2016.
Plan Category
 
Number  of
Securities
to be Issued
Upon
Exercise of
Outstanding
Options,
Warrants
and Rights
 
Weighted-
Average
Exercise
Price of
Outstanding
Options,
Warrants
and Rights
 
Number  of
Securities
Remaining
Available
for Further
Issuance
Under Equity
Compensation
Plans
Equity Compensation Plans Approved by Security Holders
 
510,677

 
$

 
2,409,352

Equity Compensation Plans Not Approved by Security Holders
 

 

 

Total
 
510,677

 
$

 
2,409,352

Performance Graph
The following graph provides a comparison of the cumulative total stockholder return among the Company, the FTSE NAREIT Equity REIT Total Return Index (the “NAREIT Index”) and the Standard & Poor’s 500 Index (“S&P 500”). The historical information set forth below is not necessarily indicative of future performance.
https://cdn.kscope.io/ceb05b4f1f4472f4f2344882a83ed875-fr-20161231_chartx38478a04.jpg
*
$100 invested on 12/31/11 in stock or index, including reinvestment of dividends. Fiscal year ending December 31.
 
12/11
 
12/12
 
12/13
 
12/14
 
12/15
 
12/16
FIRST INDUSTRIAL REALTY TRUST, INC.
$
100.00

 
$
137.63

 
$
174.15

 
$
209.66

 
$
231.28

 
$
301.71

S&P 500
$
100.00

 
$
116.00

 
$
153.58

 
$
174.60

 
$
177.01

 
$
198.18

FTSE NAREIT Equity REITs
$
100.00

 
$
118.06

 
$
120.97

 
$
157.43

 
$
162.46

 
$
176.30

_______________
*
The information provided in this performance graph shall not be deemed to be “soliciting material,” to be “filed” or to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934 unless specifically treated as such.

24



Item 6.
Selected Financial Data
The following tables set forth the selected financial and operating data for the Company and the Operating Partnership on a consolidated basis. The following selected consolidated financial data should be read in conjunction with the Consolidated Financial Statements and Notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations included elsewhere in this Form 10-K.
The Company
 
Year Ended
12/31/16
 
Year Ended
12/31/15
 
Year Ended
12/31/14
 
Year Ended
12/31/13
 
Year Ended
12/31/12
 
(In thousands, except per share data)
Statement of Operations Data:
 
 
 
 
 
 
 
 
 
Total Revenues
$
378,020

 
$
365,823

 
$
346,709

 
$
320,808

 
$
307,391

Income (Loss) from Continuing Operations
125,684

 
76,705

 
23,182

 
4,862

 
(21,286
)
Net Income (Loss) Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities
121,232

 
73,802

 
46,629

 
25,907

 
(22,069
)
Basic Per Share Data:
 
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.67

 
$
0.18

 
$
(0.09
)
 
$
(0.44
)
Net Income (Loss) Available to First Industrial Realty Trust, Inc.’s Common Stockholders
1.05

 
0.67

 
0.42

 
0.24

 
(0.24
)
Diluted Per Share Data:
 
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.66

 
$
0.18

 
$
(0.09
)
 
$
(0.44
)
Net Income (Loss) Available to First Industrial Realty Trust, Inc.’s Common Stockholders
1.05

 
0.66

 
0.42

 
0.24

 
(0.24
)
Dividends/Distributions Per Share
$
0.76

 
$
0.51

 
$
0.41

 
$
0.34

 
$
0.00

Basic Weighted Average Shares
115,030

 
110,352

 
109,922

 
106,995

 
91,468

Diluted Weighted Average Shares
115,370

 
110,781

 
110,325

 
106,995

 
91,468

Balance Sheet Data (End of Period):
 
 
 
 
 
 
 
 
 
Real Estate, Before Accumulated Depreciation
$
3,384,914

 
$
3,293,968

 
$
3,183,369

 
$
3,119,547

 
$
3,121,448

Total Assets
2,793,263

 
2,709,808

 
2,574,911

 
2,590,690

 
2,599,605

Indebtedness
1,347,092

 
1,434,168

 
1,342,762

 
1,289,986

 
1,326,529

Total Equity
1,284,625

 
1,115,135

 
1,090,827

 
1,171,219

 
1,145,653

Cash Flow Data:
 
 
 
 
 
 
 
 
 
Cash Flow From Operating Activities
$
173,335

 
$
162,149

 
$
137,176

 
$
125,751

 
$
136,422

Cash Flow From Investing Activities
(110,992
)
 
(197,074
)
 
(69,069
)
 
(61,313
)
 
(42,235
)
Cash Flow From Financing Activities
(56,471
)
 
29,426

 
(66,166
)
 
(61,748
)
 
(99,407
)
Other Data:
 
 
 
 
 
 
 
 
 
Funds from Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities (1)
$
167,811

 
$
140,841

 
$
127,890

 
$
105,011

 
$
80,640

_______________
(1)
Funds from operations ("FFO") is a non-GAAP measure used in the real estate industry. See definition and a complete reconciliation of FFO to Net Income (Loss) Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities under the caption "Supplemental Earnings Measure" under Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations."

25



The Operating Partnership
 
Year Ended
12/31/16
 
Year Ended
12/31/15
 
Year Ended
12/31/14
 
Year Ended
12/31/13
 
Year Ended
12/31/12
 
(In thousands, except per Unit data)
Statement of Operations Data:
 
 
 
 
 
 
 
 
 
Total Revenues
$
378,020

 
$
365,823

 
$
346,709

 
$
320,808

 
$
307,391

Income (Loss) from Continuing Operations
125,684

 
76,820

 
23,434

 
4,908

 
(21,142
)
Net Income (Loss) Available to Unitholders and Participating Securities
125,547

 
76,682

 
48,704

 
27,033

 
(23,169
)
Basic Per Unit Data:
 
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations Available to Unitholders
$
1.05

 
$
0.67

 
$
0.18

 
$
(0.09
)
 
$
(0.43
)
Net Income (Loss) Available to Unitholders
1.05

 
0.67

 
0.42

 
0.24

 
(0.24
)
Diluted Per Unit Data:
 
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations Available to Unitholders
$
1.05

 
$
0.66

 
$
0.18

 
$
(0.09
)
 
$
(0.43
)
Net Income (Loss) Available to Unitholders
1.05

 
0.66

 
0.42

 
0.24

 
(0.24
)
Distributions Per Unit
$
0.76

 
$
0.51

 
$
0.41

 
$
0.34

 
$
0.00

Basic Weighted Average Units
119,274

 
114,709

 
114,388

 
111,646

 
96,509

Diluted Weighted Average Units
119,614

 
115,138

 
114,791

 
111,646

 
96,509

Balance Sheet Data (End of Period):
 
 
 
 
 
 
 
 
 
Real Estate, Before Accumulated Depreciation
$
3,384,914

 
$
3,293,968

 
$
3,183,369

 
$
3,119,547

 
$
3,121,448

Total Assets
2,803,701

 
2,720,523

 
2,585,624

 
2,601,291

 
2,610,208

Indebtedness
1,347,092

 
1,434,168

 
1,342,762

 
1,289,986

 
1,326,529

Total Partners' Capital
1,295,063

 
1,125,850

 
1,101,590

 
1,181,817

 
1,156,257

Cash Flow Data:
 
 
 
 
 
 
 
 
 
Cash Flow From Operating Activities
$
173,612

 
$
162,286

 
$
137,918

 
$
126,410

 
$
136,611

Cash Flow From Investing Activities
(110,992
)
 
(197,074
)
 
(69,724
)
 
(61,926
)
 
(42,235
)
Cash Flow From Financing Activities
(56,748
)
 
29,304

 
(66,253
)
 
(61,800
)
 
(99,567
)


26



Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the sections of this Form 10-K titled "Forward-Looking Statements" and "Selected Financial Data" and the Consolidated Financial Statements and Notes thereto appearing elsewhere in this Form 10-K.
Business Overview
The Company is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust as defined in the Code.
We believe our financial condition and results of operations are, primarily, a function of our performance in four key areas: leasing of industrial properties, acquisition and development of additional industrial properties, disposition of industrial properties and access to external capital.
We generate revenue primarily from rental income and tenant recoveries from operating leases of our industrial properties. Such revenue is offset by certain property specific operating expenses, such as real estate taxes, repairs and maintenance, property management, utilities and insurance expenses, along with certain other costs and expenses, such as depreciation and amortization costs and general and administrative and interest expenses. Our revenue growth is dependent, in part, on our ability to: (i) increase rental income, through increasing either or both occupancy rates and rental rates at our properties; (ii) maximize tenant recoveries; and (iii) minimize operating and certain other expenses. Revenues generated from rental income and tenant recoveries are a significant source of funds, in addition to income generated from gains on the sale of our properties (as discussed below), for our liquidity. The leasing of property, in general, and occupancy rates, rental rates, operating expenses and certain non-operating expenses, in particular, are impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The leasing of property also entails various risks, including the risk of tenant default. If we were unable to maintain or increase occupancy rates and rental rates at our properties or to maintain tenant recoveries and operating and certain other expenses consistent with historical levels and proportions, our revenue would decline. Further, if a significant number of our tenants were unable to pay rent (including tenant recoveries) or if we were unable to rent our properties on favorable terms, our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units would be adversely affected.
Our revenue growth is also dependent, in part, on our ability to acquire existing, and develop new industrial properties on favorable terms. We seek to identify opportunities to acquire existing industrial properties on favorable terms, and, when conditions permit, also seek to acquire and develop new industrial properties on favorable terms. Existing properties, as they are acquired, and acquired and developed properties, as they are leased, generate revenue from rental income, tenant recoveries and fees, income from which, as discussed above, is a source of funds for our distributions to our stockholders and Unitholders. The acquisition and development of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The acquisition and development of properties also entails various risks, including the risk that our investments may not perform as expected. For example, acquired existing and acquired and developed new properties may not sustain and/or achieve anticipated occupancy and rental rate levels. With respect to acquired and developed new properties, we may not be able to complete construction on schedule or within budget, resulting in increased debt service expense and construction costs and delays in leasing the properties. Also, we face significant competition for attractive acquisition and development opportunities from other well-capitalized real estate investors, including publicly-traded REITs and private investors. Further, as discussed below, we may not be able to finance the acquisition and development opportunities we identify. If we were unable to acquire and develop sufficient additional properties on favorable terms, or if such investments did not perform as expected, our revenue growth would be limited and our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units would be adversely affected.

27



We also generate income from the sale of our properties (including existing buildings, buildings which we have developed or re-developed on a merchant basis and land). The gain or loss on, and fees from, the sale of such properties are included in our income and can be a significant source of funds, in addition to revenues generated from rental income and tenant recoveries. Proceeds from sales are used to repay outstanding debt and, market conditions permitting, may be used to fund the acquisition of existing industrial properties, and the acquisition and development of new industrial properties. The sale of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The sale of properties also entails various risks, including competition from other sellers and the availability of attractive financing for potential buyers of our properties. Further, our ability to sell properties is limited by safe harbor rules applying to REITs under the Code which relate to the number of properties that may be disposed of in a year, their tax bases and the cost of improvements made to the properties, along with other tests which enable a REIT to avoid punitive taxation on the sale of assets. If we are unable to sell properties on favorable terms, our income growth would be limited and our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.
We utilize a portion of the net sales proceeds from property sales, borrowings under our Unsecured Credit Facility and proceeds from the issuance, when and as warranted, of additional debt and equity securities to refinance debt and finance future acquisitions and developments. Access to external capital on favorable terms plays a key role in our financial condition and results of operations, as it impacts our cost of capital and our ability and cost to refinance existing indebtedness as it matures and our ability to fund acquisitions and developments. Our ability to access external capital on favorable terms is dependent on various factors, including general market conditions, interest rates, credit ratings on our debt, the market’s perception of our growth potential, our current and potential future earnings and cash distributions and the market price of the Company's common stock. If we were unable to access external capital on favorable terms, our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.
Summary of Significant Transactions During 2016
During 2016, we completed the following significant transactions and financing activities:
We acquired six industrial properties comprising approximately 0.7 million square feet of GLA and several land parcels for an aggregate purchase price of approximately $111.1 million, excluding costs incurred in conjunction with the acquisitions.
We placed in-service 11 development projects totaling approximately 3.3 million square feet of GLA at a total cost of approximately $210.1 million. The average occupancy of these 11 development projects is 98% at December 31, 2016.
We sold 63 industrial properties comprising approximately 3.9 million square feet of GLA for total gross sales proceeds of approximately $169.9 million.
We paid off and retired our 2016 Notes, at maturity, in the amount of $159.7 million.
We paid off $59.4 million in mortgage loans payable.
We issued 5,600,000 shares of the Company's common stock in an underwritten public offering. Proceeds to the Company, net of the underwriter's discount, were $124.9 million.
We declared an annual cash dividend of $0.76 per common share or Unit, an increase of 49% from 2015.

28



Results of Operations
Comparison of Year Ended December 31, 2016 to Year Ended December 31, 2015
The Company's net income was $125.7 million and $76.7 million for the years ended December 31, 2016 and 2015, respectively. The Operating Partnership's net income was $125.7 million and $76.8 million for the years ended December 31, 2016 and 2015, respectively.
The tables below summarize our revenues, property expenses and depreciation and other amortization by various categories for the years ended December 31, 2016 and 2015. Same store properties are properties owned prior to January 1, 2015 and held as an in-service property through December 31, 2016 and developments and redevelopments that were placed in service prior to January 1, 2015 or were substantially completed for the 12 months prior to January 1, 2015. Properties which are at least 75% occupied at acquisition are placed in service. Acquisitions that are less than 75% occupied at the date of acquisition, developments and redevelopments are placed in service as they reach the earlier of a) stabilized occupancy (generally defined as 90% occupied), or b) one year subsequent to acquisition or development/redevelopment construction completion. Properties are moved from the same store classification to the redevelopment classification when capital expenditures for a project are estimated to exceed 25% of the undepreciated gross book value of the property. Acquired properties are properties that were acquired subsequent to December 31, 2014 and held as an operating property through December 31, 2016. Sold properties are properties that were sold subsequent to December 31, 2014. (Re)Developments include developments and redevelopments that were not: a) substantially complete 12 months prior to January 1, 2015; or b) stabilized prior to January 1, 2015. Other revenues are derived from the operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company and other miscellaneous revenues. Other property expenses are derived from the operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company, vacant land expenses and other miscellaneous regional expenses.
During the fourth quarter of 2015, one industrial property, comprising approximately 0.2 million square feet of GLA, was taken out of service with the intention of demolishing the industrial property and developing a new industrial property. As a result of taking the industrial property out of service, the results related to this industrial property were reclassified from the same store classification to the other classification. During the first quarter of 2016, the results related to this industrial property were reclassified from the other classification to the (re) developments classification after the industrial property was demolished and we began developing the new industrial property. The newly developed industrial property was completed in the fourth quarter of 2016 and will return to the same store classification following a complete calendar year of in service classification.
During the fourth quarter of 2016, one industrial property, comprising approximately 28 thousand square feet of GLA, was taken out of service due to a fire which caused complete destruction of the building. As a result of taking the industrial property out of service, the results related to this industrial property were reclassified from the same store classification to the (re) development classification.
Our future financial condition and results of operations, including rental revenues, may be impacted by the future acquisition, (re)development and sale of properties. Our future revenues and expenses may vary materially from historical rates.
For the years ended December 31, 2016 and 2015, the average occupancy rates of our same store properties were 95.9% and 95.2%, respectively.

29



 
2016
 
2015
 
$ Change
 
% Change
 
($ in 000’s)
REVENUES
 
 
 
 
 
 
 
Same Store Properties
$
335,674

 
$
324,280

 
$
11,394

 
3.5
 %
Acquired Properties
10,367

 
2,189

 
8,178

 
373.6
 %
Sold Properties
9,429

 
32,222

 
(22,793
)
 
(70.7
)%
(Re) Developments
20,297

 
5,129

 
15,168

 
295.7
 %
Other
2,253

 
2,003

 
250

 
12.5
 %
Total Revenues
$
378,020

 
$
365,823

 
$
12,197

 
3.3
 %
Revenues from same store properties increased $11.4 million due primarily to an increase in occupancy, rental rates and tenant recoveries. Revenues from acquired properties increased $8.2 million due to the 14 industrial properties acquired subsequent to December 31, 2014 totaling approximately 2.7 million square feet of GLA. Revenues from sold properties decreased $22.8 million due to the 129 industrial properties sold subsequent to December 31, 2014 totaling approximately 7.7 million square feet of GLA. Revenues from (re)developments increased $15.2 million due to an increase in occupancy. Other revenues increased $0.3 million primarily due to an increase in occupancy related to a property acquired in 2014 that was placed in service during 2015.
 
2016
 
2015
 
$ Change
 
% Change
 
($ in 000’s)
PROPERTY EXPENSES
 
 
 
 
 
 
 
Same Store Properties
$
91,462

 
$
90,241

 
$
1,221

 
1.4
 %
Acquired Properties
3,098

 
516

 
2,582

 
500.4
 %
Sold Properties
3,925

 
12,779

 
(8,854
)
 
(69.3
)%
(Re) Developments
5,240

 
2,122

 
3,118

 
146.9
 %
Other
8,599

 
8,970

 
(371
)
 
(4.1
)%
Total Property Expenses
$
112,324

 
$
114,628

 
$
(2,304
)
 
(2.0
)%
Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties increased $1.2 million primarily due to a decrease in real estate tax refunds received in 2016 compared to 2015. Property expenses from acquired properties increased $2.6 million due to properties acquired subsequent to December 31, 2014. Property expenses from sold properties decreased $8.9 million due to properties sold subsequent to December 31, 2014. Property expenses from (re)developments increased $3.1 million primarily due to the substantial completion of developments. Other property expenses remained relatively unchanged.
General and administrative expense for the Company increased $1.3 million, or 5.3%, and for the Operating Partnership increased $1.5 million, or 5.8%, in each case primarily due to an increase in compensation, partially offset by a decrease in professional service expense during the year ended December 31, 2016 as compared to the year ended December 31, 2015.
For the years ended December 31, 2016 and 2015, we recognized $0.5 million and $1.4 million, respectively, of expense related to costs associated with acquiring industrial properties from third parties.
The impairment charge for the year ended December 31, 2015 of $0.6 million is due to marketing certain properties for sale and our assessment of the likelihood of a potential sale transaction.

30



 
2016
 
2015
 
$ Change
 
% Change
 
($ in 000’s)
DEPRECIATION AND OTHER AMORTIZATION
 
 
 
 
 
 
 
Same Store Properties
$
97,773

 
$
98,691

 
$
(918
)
 
(0.9
)%
Acquired Properties
7,085

 
1,782

 
5,303

 
297.6
 %
Sold Properties
2,767

 
10,036

 
(7,269
)
 
(72.4
)%
(Re) Developments
8,592

 
2,354

 
6,238

 
265.0
 %
Corporate Furniture, Fixtures and Equipment and Other
1,065

 
951

 
114

 
12.0
 %
Total Depreciation and Other Amortization
$
117,282

 
$
113,814

 
$
3,468

 
3.0
 %
Depreciation and other amortization from same store properties remained relatively unchanged. Depreciation and other amortization from acquired properties increased $5.3 million due to properties acquired subsequent to December 31, 2014. Depreciation and other amortization from sold properties decreased $7.3 million due to properties sold subsequent to December 31, 2014. Depreciation and other amortization from (re)developments increased $6.2 million primarily due to an increase in developments that were placed in service as well as accelerated depreciation on one property in Rancho Dominguez, CA that was razed during the first quarter of 2016. Depreciation from corporate furniture, fixtures and equipment and other remained relatively unchanged.
For the year ended December 31, 2016, we recognized $68.2 million of gain on sale of real estate related to the sale of 63 industrial properties comprising approximately 3.9 million square feet of GLA. For the year ended December 31, 2015, we recognized $48.9 million of gain on sale of real estate related to the sale of 66 industrial properties comprising approximately 3.8 million square feet of GLA and several land parcels.
Interest expense decreased $8.0 million, or 11.9%, primarily due to a decrease in the weighted average interest rate for the year ended December 31, 2016 (4.50%) as compared to the year ended December 31, 2015 (4.99%) and an increase in capitalized interest of $1.1 million for the year ended December 31, 2016 as compared to the year ended December 31, 2015 due to an increase in development activities, offset by an increase in the weighted average debt balance outstanding for the year ended December 31, 2016 ($1,400.5 million) as compared to the year ended December 31, 2015 ($1,399.9 million).
Amortization of deferred financing costs remained relatively unchanged.
In August 2014, we entered into three interest rate protection agreements in order to maintain our flexibility to pursue an offering of unsecured debt. During the year ended December 31, 2015, we settled the interest rate protection agreements and reclassified the fair market value loss recorded in other comprehensive income relating to the three interest rate protection agreements to earnings as a result of determining the forecasted offering of unsecured debt was no longer probable to occur within the time period stated in the respective hedge designation memos. For the year ended December 31, 2015, we recorded $11.5 million in mark-to-market and settlement loss on the three interest rate protection agreements.
Equity in income of joint ventures is not significant.
The income tax provision increased $1.0 million during the year ended December 31, 2016 compared to the year ended December 31, 2015 primarily due to an increase in taxable gain from the sales of real estate from one of our TRSs.

31



Comparison of Year Ended December 31, 2015 to Year Ended December 31, 2014
The Company's net income was $76.7 million and $51.0 million for the years ended December 31, 2015 and 2014, respectively. The Operating Partnership's net income was $76.8 million and $51.3 million for the years ended December 31, 2015 and 2014, respectively.
The tables below summarize our revenues, property expenses and depreciation and other amortization by various categories for the years ended December 31, 2015 and 2014. Same store properties are properties owned prior to January 1, 2014 and held as an in-service property through December 31, 2015 and developments and redevelopments that were placed in service prior to January 1, 2014 or were substantially completed for the 12 months prior to January 1, 2014. Properties which are at least 75% occupied at acquisition are placed in service. Acquisitions that are less than 75% occupied at the date of acquisition, developments and redevelopments are placed in service as they reach the earlier of a) stabilized occupancy (generally defined as 90% occupied), or b) one year subsequent to acquisition or development/redevelopment construction completion. Properties are moved from the same store classification to the redevelopment classification when capital expenditures for a project are estimated to exceed 25% of the undepreciated gross book value of the property. Acquired properties are properties that were acquired subsequent to December 31, 2013 and held as an operating property through December 31, 2015. Sold properties are properties that were sold subsequent to December 31, 2013. (Re)Developments include developments and redevelopments that were not: a) substantially complete 12 months prior to January 1, 2014; or b) stabilized prior to January 1, 2014. Other revenues are derived from operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company, fees earned from our previous joint ventures and other miscellaneous revenues. Other expenses are derived from the operations of properties not placed in service under one of the categories discussed above, operations of our maintenance company, vacant land expenses and other miscellaneous regional expenses.

During the fourth quarter of 2015, one industrial property previously classified within same store, comprising approximately 0.2 million square feet of GLA, was taken out of service and reclassified to the other classification. We intend to demolish the existing industrial property and construct a new industrial property, at which time the results related to this property will be reclassified from other to the (re) developments classification. The newly constructed property will return to the same store classification following a complete calendar year of in service classification.
Our future financial condition and results of operations, including rental revenues, may be impacted by the future acquisition, (re)development and sale of properties. Our future revenues and expenses may vary materially from historical rates.
For the years ended December 31, 2015 and 2014, the average occupancy rates of our same store properties were 94.2% and 93.2%, respectively.
 
2015
 
2014
 
$ Change
 
% Change
 
($ in 000’s)
REVENUES
 
 
 
 
 
 
 
Same Store Properties
$
324,165

 
$
318,420

 
$
5,745

 
1.8
 %
Acquired Properties
8,828

 
2,896

 
5,932

 
204.8
 %
Sold Properties
13,751

 
24,203

 
(10,452
)
 
(43.2
)%
(Re) Developments
14,124

 
2,131

 
11,993

 
562.8
 %
Other
4,955

 
6,066

 
(1,111
)
 
(18.3
)%
 
$
365,823

 
$
353,716

 
$
12,107

 
3.4
 %
Discontinued Operations

 
(7,007
)
 
7,007

 
(100.0
)%
Total Revenues
$
365,823

 
$
346,709

 
$
19,114

 
5.5
 %
Revenues from same store properties increased $5.7 million primarily due to an increase in occupancy as well as an increase in rental rates during the year ended December 31, 2015 as compared to December 31, 2014, partially offset by a decrease in restoration fees. Revenues from acquired properties increased $5.9 million due to the 16 industrial properties acquired subsequent to December 31, 2013 totaling approximately 3.0 million square feet of GLA. Revenues from sold properties decreased $10.5 million due to the 95 industrial properties sold subsequent to December 31, 2013 totaling approximately 5.8 million square feet of GLA. Revenues from (re)developments increased $12.0 million due to an increase in occupancy. Other revenues decreased $1.1 million due to a decrease in interest income related to the decrease in the weighted average note receivable balance outstanding, offset by an increase in occupancy related to a property acquired in 2013 that was placed in service during 2014.

32



 
2015
 
2014
 
$ Change
 
% Change
 
($ in 000’s)
PROPERTY EXPENSES
 
 
 
 
 
 
 
Same Store Properties
$
92,244

 
$
93,205

 
$
(961
)
 
(1.0
)%
Acquired Properties
2,494

 
869

 
1,625

 
187.0
 %
Sold Properties
6,245

 
10,905

 
(4,660
)
 
(42.7
)%
(Re) Developments
3,521

 
1,934

 
1,587

 
82.1
 %
Other
10,124

 
10,370

 
(246
)
 
(2.4
)%
 
$
114,628

 
$
117,283

 
$
(2,655
)
 
(2.3
)%
Discontinued Operations

 
(2,784
)
 
2,784

 
(100.0
)%
Total Property Expenses
$
114,628

 
$
114,499

 
$
129

 
0.1
 %
Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties decreased $1.0 million primarily due to lower snow removal costs incurred during the year ended December 31, 2015 as compared to the year ended December 31, 2014 due to the harsh 2014 winter. Property expenses from acquired properties increased $1.6 million due to properties acquired subsequent to December 31, 2013. Property expenses from sold properties decreased $4.7 million due to properties sold subsequent to December 31, 2013. Property expenses from (re)developments increased $1.6 million primarily due to an increase in real estate tax expense related to the substantial completion of developments. Other expenses remained relatively unchanged.
General and administrative expense for the Company increased by $1.9 million, or 8.3%, and increased for the Operating Partnership by $2.1 million, or 9.0%, primarily due to an increase in employee compensation and incentive compensation.
For the years ended December 31, 2015 and 2014, we recognized $1.4 million and $1.0 million, respectively, of expense related to costs associated with acquiring industrial properties from third parties.
The impairment charge for the year ended December 31, 2015 of $0.6 million is due to marketing certain properties for sale and our assessment of the likelihood of a potential sale transaction.
 
2015
 
2014
 
$ Change
 
% Change
 
($ in 000’s)
DEPRECIATION AND OTHER AMORTIZATION
 
 
 
 
 
 
 
Same Store Properties
$
98,107

 
$
100,758

 
$
(2,651
)
 
(2.6
)%
Acquired Properties
5,567

 
1,723

 
3,844

 
223.1
 %
Sold Properties
3,993

 
8,257

 
(4,264
)
 
(51.6
)%
(Re) Developments
4,008

 
1,843

 
2,165

 
117.5
 %
Corporate Furniture, Fixtures and Equipment and Other
2,139

 
1,704

 
435

 
25.5
 %
 
$
113,814

 
$
114,285

 
$
(471
)
 
(0.4
)%
Discontinued Operations

 
(2,388
)
 
2,388

 
(100.0
)%
Total Depreciation and Other Amortization
$
113,814

 
$
111,897

 
$
1,917

 
1.7
 %
Depreciation and other amortization from same store properties decreased $2.7 million primarily due to accelerated depreciation and amortization taken during the year ended December 31, 2014 attributable to certain tenants who terminated their lease early. Depreciation and other amortization from acquired properties increased $3.8 million due to properties acquired subsequent to December 31, 2013. Depreciation and other amortization from sold properties decreased $4.3 million due to properties sold subsequent to December 31, 2013. Depreciation and other amortization from (re)developments increased $2.2 million primarily due to an increase in developments that were placed in service. Depreciation from corporate furniture, fixtures and equipment and other increased $0.4 million primarily due to additional furniture, fixtures and equipment asset purchases as well as an increase related to additional leasing costs incurred for a property that was placed in service during 2014.
For the year ended December 31, 2015, we recognized $48.9 million of gain on sale of real estate related to the sale of 66 industrial properties comprising approximately 3.8 million square feet of GLA and several land parcels. For the year ended December 31, 2014, we recognized $0.1 million of loss on sale of real estate related to the sale of land parcels that did not meet the criteria for inclusion in discontinued operations.

33



Interest expense decreased $4.8 million, or 6.6%, primarily due to a decrease in the weighted average interest rate for the year ended December 31, 2015 (4.99%) as compared to the year ended December 31, 2014 (5.33%) and an increase in capitalized interest of $1.0 million for the year ended December 31, 2015 as compared to the year ended December 31, 2014 due to an increase in development activities, offset by an increase in the weighted average debt balance outstanding for the year ended December 31, 2015 ($1,399.9 million) as compared to the year ended December 31, 2014 ($1,380.6 million).
Amortization of deferred financing costs remained relatively unchanged.
In August 2014, we entered into three interest rate protection agreements in order to maintain our flexibility to pursue an offering of unsecured debt. During the year ended December 31, 2015, we settled the interest rate protection agreements and reclassified the fair market value loss recorded in other comprehensive income relating to the three interest rate protection agreements to earnings as a result of determining the forecasted offering of unsecured debt was no longer probable to occur within the time period stated in the respective hedge designation memos. For the year ended December 31, 2015, we recorded $11.5 million in mark-to-market and settlement loss on the three interest rate protection agreements.
For the year ended December 31, 2014, we recognized a loss from retirement of debt of $0.7 million due to the early payoff of certain mortgage loans.
Equity in income of joint ventures decreased $3.4 million during the year ended December 31, 2015 as compared to the year ended December 31, 2014 primarily due to a decrease in our pro rata share of gain and earn outs from the sales of industrial properties from a previous joint venture.
The income tax provision is not significant.
As discussed in Note 2 to the Consolidated Financial Statements, we adopted the new accounting standard relating to discontinued operations on January 1, 2015. There were no sales of industrial properties during the year ended December 31, 2015 that met the criteria to be classified as discontinued operations. The industrial properties sold prior to January 1, 2015 that met the criteria to be classified as discontinued operations continue to be presented as discontinued operations in the Consolidated Statements of Operations. The following table summarizes certain information regarding the industrial properties included in discontinued operations for the year ended December 31, 2014.
 
2014
 
($ in 000’s)
Total Revenues
$
7,007

Property Expenses
(2,784
)
Depreciation and Amortization
(2,388
)
Gain on Sale of Real Estate
25,988

Income from Discontinued Operations
$
27,823

Income from discontinued operations for the year ended December 31, 2014 reflects the results of operations and gain on sale of real estate relating to 29 industrial properties that were sold during the year ended December 31, 2014.

34



CRITICAL ACCOUNTING POLICIES
Our significant accounting policies are described in more detail in Note 2 to the Consolidated Financial Statements. We believe the following critical accounting policies relate to the more significant judgments and estimates used in the preparation of our consolidated financial statements.
Accounts Receivable: We are subject to tenant defaults and bankruptcies that could affect the collection of rent due under our outstanding accounts receivable, including straight-line rent. In order to mitigate these risks, we perform credit reviews and analyses on our major existing tenants and all prospective tenants meeting certain financial thresholds before leases are executed. We maintain an allowance for doubtful accounts which is an estimate that is based on our assessment of various factors including the accounts receivable aging, customer credit-worthiness and historical bad debts.
Investment in Real Estate: We allocate purchase price of acquired properties to tangible (land, building, tenant improvements) and identified intangible assets (leasing commissions, in-place leases, tenant relationships, above and below market leases and below market ground lease obligations). Above-market and below-market lease and below market ground lease obligation values for acquired properties are recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) our estimate of fair market lease rents for each corresponding in-place lease. Leasing commission, in-place lease and tenant relationship values for acquired properties are recorded based on our evaluation of the specific characteristics of each tenant’s lease and our overall relationship with the respective tenant. The value allocated to tenant relationships is amortized to depreciation and amortization expense over the expected term of the relationship, which includes an estimate of the probability of lease renewal and its estimated term. We also allocate purchase price on multi-property portfolios to individual properties. The allocation of purchase price is based on our assessment of various characteristics of the markets where the property is located and the expected cash flows of the property.
Capitalization of Costs: We capitalize costs incurred in developing and expanding real estate assets as part of the investment basis. During the construction period, we capitalize interest costs, real estate taxes and certain costs of the personnel performing development up to the time the property is substantially complete. The interest rate used to capitalize interest is based upon our average borrowing rate on existing debt. Costs incurred in making repairs and maintaining real estate assets are expensed as incurred. We also capitalize internal and external costs incurred to successfully originate a lease that result directly from, and are essential to, the acquisition of that lease. Leasing costs that meet the requirements for capitalization are presented as a component of prepaid expenses and other assets. The determination and calculation of certain costs requires estimates by us.
Impairment of Real Estate Assets: We review our real estate assets for possible impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. We utilize the guidelines established under the Financial Accounting Standards Board’s (the "FASB") guidance for accounting for the impairment of long lived assets to determine if impairment conditions exist. We review the expected undiscounted cash flows of the property to determine if there are any indications of impairment. If the expected undiscounted cash flows of a particular property are less than the net book basis of the property, we will recognize an impairment charge equal to the amount of carrying value of the property that exceeds the fair value of the property. Fair value is generally determined by discounting the future expected cash flows of the property. The preparation of the undiscounted cash flows and the calculation of fair value involve subjective assumptions such as estimated occupancy, rental rates, ultimate residual value and hold period. The discount rate used to present value the cash flows for determining fair value is also subjective. To the extent applicable marketplace data is available, we generally use the market approach in estimating the fair value of undeveloped land. Real estate assets that are classified as held-for-sale are reported at the lower of their carrying value or their fair value, less estimated costs to sell.

35



Deferred Tax Assets and Liabilities: In the preparation of our consolidated financial statements, significant management judgment is required to estimate our current and deferred income tax liabilities. Our estimates are based on our interpretation of tax laws. These estimates may have an impact on the income tax expense recognized. Adjustments may be required by a change in assessment of our deferred income tax assets and liabilities, changes due to audit adjustments by federal and state tax authorities, the Company's inability to qualify as a REIT and changes in tax laws. Adjustments required in any given period are included within the income tax provision. In assessing the need for a valuation allowance against our deferred tax assets, we estimate future taxable income, considering the feasibility of ongoing tax planning strategies and the realizability of tax loss carryforwards. In the event we were to determine that we would not be able to realize all or a portion of our deferred tax assets in the future, we would reduce such amounts through a charge to income in the period in which that determination is made. Conversely, if we were to determine that we would be able to realize our deferred tax assets in the future in excess of the net carrying amounts, we would decrease the recorded valuation allowance through an increase to income in the period in which that determination is made.
Liquidity and Capital Resources
At December 31, 2016, our cash and cash equivalents and restricted cash were approximately $9.9 million and $11.6 million, respectively. Restricted cash is comprised of gross proceeds from the sales of certain industrial properties. These sale proceeds will be disbursed as we exchange industrial properties under Section 1031 of the Code. We also had $433.8 million available for additional borrowings under our Unsecured Credit Facility as of December 31, 2016.
We have considered our short-term (through December 31, 2017) liquidity needs and the adequacy of our estimated cash flow from operations and other expected liquidity sources to meet these needs. Our 5.95% 2017 II Notes and our 7.50% 2017 Notes, (each described in Note 4 to the Consolidated Financial Statements), in the aggregate principal amount of $101.9 million and $55.0 million, respectively, are due May 15, 2017 and December 1, 2017, respectively. Also, we have $36.1 million in mortgage loans payable outstanding at December 31, 2016 that we anticipate prepaying prior to December 31, 2017. We expect to satisfy these payment obligations on or prior to the maturity dates with borrowings under our Unsecured Credit Facility and the issuance of unsecured debt securities. With the exception of these payment obligations, we believe that our principal short-term liquidity needs are to fund normal recurring expenses, property acquisitions, developments, renovations, expansions and other nonrecurring capital improvements, debt service requirements, the minimum distributions required to maintain the Company's REIT qualification under the Code and distributions approved by the Company's Board of Directors. We anticipate that these needs will be met with cash flows provided by operating activities as well as the disposition of select assets. These needs may also be met by the issuance of additional equity or debt securities or long-term unsecured indebtedness, subject to market conditions and contractual restrictions or borrowings under our Unsecured Credit Facility.
We expect to meet long-term (after December 31, 2017) liquidity requirements such as property acquisitions, developments, scheduled debt maturities, major renovations, expansions and other nonrecurring capital improvements through the disposition of select assets, long-term unsecured and secured indebtedness and the issuance of additional equity or debt securities, subject to market conditions.
At December 31, 2016, borrowings under our Unsecured Credit Facility bore interest at a weighted average interest rate of 1.77%. As of February 23, 2017 we had approximately $384.0 million available for additional borrowings under our Unsecured Credit Facility. Our Unsecured Credit Facility contains certain financial covenants including limitations on incurrence of debt and debt service coverage. Our access to borrowings may be limited if we fail to meet any of these covenants. We believe that we were in compliance with our financial covenants as of December 31, 2016, and we anticipate that we will be able to operate in compliance with our financial covenants in 2017.
Our senior unsecured notes have been assigned credit ratings from Standard & Poor’s, Moody’s and Fitch Ratings of BBB-/Baa3/BBB-, respectively. In the event of a downgrade, we believe we would continue to have access to sufficient capital; however, our cost of borrowing would increase and our ability to access certain financial markets may be limited.

36



Year Ended December 31, 2016
Net cash provided by operating activities for the Company of approximately $173.3 million (net cash provided by operating activities for the Operating Partnership of approximately $173.6 million) for the year ended December 31, 2016 was comprised primarily of the non-cash adjustments of approximately $52.9 million and net income of approximately $125.7 million, offset by the net change in the Company's operating assets and liabilities of approximately $4.7 million (net change in the Operating Partnership's operating assets and liabilities of approximately $4.4 million) and the payment of discounts associated with the retirement of debt of approximately $0.6 million. The adjustments for the non-cash items of approximately $52.9 million are primarily comprised of depreciation and amortization of approximately $127.1 million and the provision for bad debt of approximately $0.6 million, offset by the gain on sale of real estate of approximately $68.2 million and the effect of the straight-lining of rental income of approximately $6.6 million.
Net cash used in investing activities for both the Company and the Operating Partnership of approximately $111.0 million for the year ended December 31, 2016 was comprised primarily of the acquisition of land parcels and six industrial properties comprising approximately 0.7 million square feet of GLA, the development of real estate, capital expenditures related to the improvement of existing real estate, payments related to leasing activities, offset by repayments on our notes receivable, a decrease in escrows (primarily related to sales proceeds held by third party intermediaries to be disbursed as we exchange into properties under Section 1031 of the Code) and the net proceeds from the sale of real estate.
During the year ended December 31, 2016, we sold 63 industrial properties comprising approximately 3.9 million square feet of GLA. Proceeds from the sales of these 63 industrial properties, net of closing costs, were approximately $163.4 million. We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale in 2017.
Net cash used in financing activities for the Company of approximately $56.5 million (net cash used in financing activities for the Operating Partnership of approximately $56.7 million) for the year ended December 31, 2016 was comprised primarily of the repayments on our senior unsecured notes and mortgage loans payable, common stock and Unit distributions, payments of financing and equity issuance costs, the repurchase and retirement of restricted stock and restricted Units and solely with respect to the Operating Partnership, the Operating Partnership's net distributions to noncontrolling interests, offset by the net proceeds from the issuance of common stock or General Partner Units and net proceeds from the Unsecured Credit Facility.
During the year ended December 31, 2016, we paid off $59.4 million in mortgage loans payable. Additionally, we paid off and retired our 2016 Notes, at maturity, in the amount of $159.7 million. We may from time to time repay additional amounts of our outstanding debt. Any repayments would depend upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors we consider important. Future repayments may materially impact our liquidity, taxable income and results of operations.
During the year ended December 31, 2016, the Company issued 5,600,000 shares of the Company's common stock through a public offering, resulting in proceeds, net of the underwriter's discount, of approximately $124.9 million. The proceeds were contributed to the Operating Partnership in exchange for General Partner Units.

37



Contractual Obligations and Commitments
The following table lists our contractual obligations and commitments as of December 31, 2016:
 
 
 
Payments Due by Period
(In thousands)
 
Total
Less Than
1 Year
 
1-3 Years
 
3-5 Years
 
Over 5 Years
Operating and Ground Leases(1)(2)
$
30,602

 
$
2,052

 
$
2,024

 
$
1,113

 
$
25,413

Real Estate Development Costs(1)(3)
100,100

 
100,100

 

 

 

Long Term Debt
1,353,358

 
168,914

 
436,954

 
357,675

 
389,815

Interest Expense on Long Term Debt(1)(4)
213,972

 
52,901

 
78,060

 
47,811

 
35,200

Total
$
1,698,032

 
$
323,967

 
$
517,038

 
$
406,599

 
$
450,428

_______________
(1)
Not on balance sheet.
(2)
Operating lease minimum rental payments have not been reduced by minimum sublease rentals of $2.3 million due in the future under non-cancelable subleases.
(3)
Represents estimated remaining costs on the completion of development projects under construction.
(4)
Includes interest expense on our unsecured term loans, inclusive of the impact of interest rate protection agreements which effectively swap the variable interest rate to a fixed interest rate. Excludes interest expense on our Unsecured Credit Facility.
Off-Balance Sheet Arrangements
At December 31, 2016, we had letters of credit and performance bonds outstanding amounting to $16.9 million in the aggregate. The letters of credit and performance bonds are not reflected as liabilities on our balance sheet. We have no other off-balance sheet arrangements, as defined in Item 303 of Regulation S-K, other than those disclosed on the Contractual Obligations and Commitments table above that have or are reasonably likely to have a current or future effect on our financial condition, results of operation or liquidity and capital resources.
Environmental
We paid approximately $0.4 million and $1.1 million during the years ended December 31, 2016 and 2015, respectively, related to environmental expenditures. We estimate 2017 expenditures of approximately $0.3 million. We estimate that the aggregate expenditures which need to be expended in 2017 and beyond with regard to currently identified environmental issues will not exceed approximately $1.2 million.
Inflation
For the last several years, inflation has not had a significant impact on us because of the relatively low inflation rates in our markets of operation. Most of our leases require the tenants to pay their share of operating expenses, including common area maintenance, real estate taxes and insurance, thereby reducing our exposure to increases in costs and operating expenses resulting from inflation. In addition, our leases have a weighted average lease length of 6.5 years which may enable us to replace existing leases with new leases at higher base rentals if rents of existing leases are below the then-existing market rate.
Market Risk
The following discussion about our risk-management activities includes "forward-looking statements" that involve risk and uncertainties. Actual results could differ materially from those projected in the forward-looking statements. Our business subjects us to market risk from interest rates, as described below.

38



Interest Rate Risk
The following analysis presents the hypothetical gain or loss in earnings, cash flows or fair value of the financial instruments and derivative instruments which are held by us at December 31, 2016 that are sensitive to changes in interest rates. While this analysis may have some use as a benchmark, it should not be viewed as a forecast.
In the normal course of business, we also face risks that are either non-financial or non-quantifiable. Such risks principally include credit risk and legal risk and are not represented in the following analysis.
At December 31, 2016, $1,164.2 million or 86.0% of our total debt, excluding unamortized deferred financing costs, was fixed rate debt. This includes $460.0 million of variable-rate debt that has been effectively swapped to a fixed rate through the use of interest rate protection agreements. As of the same date, $189.5 million or 14.0% of our total debt, excluding unamortized deferred financing costs, was variable rate debt. At December 31, 2015, $1,389.9 million or 96.4% of our total debt, excluding unamortized deferred financing costs, was fixed rate debt. This includes $460.0 million of variable-rate debt that has been effectively swapped to a fixed rate through the use of interest rate protection agreements. As of the same date, $52.5 million or 3.6% of our total debt, excluding unamortized deferred financing costs, was variable rate debt.
For fixed rate debt, changes in interest rates generally affect the fair value of the debt, but not our earnings or cash flows. Conversely, for variable rate debt, changes in the base interest rate used to calculate the all-in interest rate generally do not impact the fair value of the debt, but would affect our future earnings and cash flows. The interest rate risk and changes in fair market value of fixed rate debt generally do not have a significant impact on us until we are required to refinance such debt. See Note 4 to the Consolidated Financial Statements for a discussion of the maturity dates of our various fixed rate debt.
Our variable rate debt is subject to risk based upon prevailing market interest rates. As of December 31, 2016 and 2015, we had approximately $189.5 million and $52.5 million, respectively, of variable rate debt outstanding indexed to LIBOR rates (excluding the $460.0 million of variable-rate debt that has been effectively swapped to a fixed rate through the use of interest rate protection agreements). If the LIBOR rates relevant to our variable rate debt were to have increased 10%, we estimate that our interest expense during the years ended December 31, 2016 and 2015 would have increased by approximately $0.14 million and $0.07 million, respectively, based on our average outstanding floating-rate debt during the years ended December 31, 2016 and 2015. Additionally, if weighted average interest rates on our fixed rate debt were to have increased by 10% due to refinancing, interest expense would have increased by approximately $6.0 million and $6.7 million during the years ended December 31, 2016 and 2015.
As of December 31, 2016 and 2015, the estimated fair value of our debt was approximately $1,384.1 million and $1,495.7 million, respectively, based on our estimate of the then-current market interest rates.
The use of derivative financial instruments allows us to manage risks of increases in interest rates with respect to the effect these fluctuations would have on our earnings and cash flows. As of December 31, 2016 and 2015, we had interest rate protection agreements with a notional aggregate amount outstanding of $460.0 million, which mitigate our exposure to our unsecured term loans' variable interest rates, which are based upon LIBOR, as defined in the loan agreements. During the year ended December 31, 2015, we settled certain interest rate protection agreements, which were entered into in August 2014, to maintain our flexibility to pursue an offering of unsecured debt, for a payment of $11.5 million made to our derivative counterparties. We have recognized such payment as mark-to-market and settlement loss on interest rate protection agreements. See Note 12 to the Consolidated Financial Statements for a more detailed discussion of these interest rate protection agreements. Currently, we do not enter into financial instruments for trading or other speculative purposes.

39



Supplemental Earnings Measure
Investors in and industry analysts following the real estate industry utilize funds from operations ("FFO") and net operating income ("NOI") as supplemental operating performance measures of an equity REIT. Historical cost accounting for real estate assets in accordance with accounting principles generally accepted in the United States of America ("GAAP") implicitly assumes that the value of real estate assets diminishes predictably over time through depreciation. Since real estate values instead have historically risen or fallen with market conditions, many industry analysts and investors prefer to supplement operating results that use historical cost accounting with measures such as FFO and NOI, among others. We provide information related to FFO and same store NOI ("SS NOI") both because such industry analysts are interested in such information, and because our management believes FFO and SS NOI are important performance measures. FFO and SS NOI are factors used by management in measuring our performance, including for purposes of determining the compensation of our executive officers under our 2016 incentive compensation plan.
Neither FFO nor SS NOI should be considered as a substitute for net income, or any other measures derived in accordance with GAAP. Neither FFO nor SS NOI represents cash generated from operating activities in accordance with GAAP and neither should be considered as an alternative to cash flow from operating activities as a measure of our liquidity, nor is either indicative of funds available for our cash needs, including our ability to make cash distributions.
Funds From Operations
The National Association of Real Estate Investment Trusts ("NAREIT") has recognized and defined for the real estate industry a supplemental measure of REIT operating performance, FFO, that excludes historical cost depreciation, among other items, from net income determined in accordance with GAAP. FFO is a non-GAAP financial measure. FFO is calculated by us in accordance with the definition adopted by the Board of Governors of NAREIT and therefore may not be comparable to other similarly titled measures of other companies.
Management believes that the use of FFO available to common stockholders and participating securities, combined with net income (which remains the primary measure of performance), improves the understanding of operating results of REITs among the investing public and makes comparisons of REIT operating results more meaningful. Management believes that, by excluding gains or losses related to sales of previously depreciated real estate assets, real estate asset depreciation and amortization and impairment of depreciable real estate, investors and analysts are able to identify the operating results of the long-term assets that form the core of a REIT’s activity and use these operating results for assistance in comparing these operating results between periods or to those of different companies.
The following table shows a reconciliation of net income available to common stockholders and participating securities to the calculation of FFO available to common stockholders and participating securities for the years ended December 31, 2016, 2015, 2014, 2013 and 2012.
 
Year Ended December 31,
 
2016
 
2015
 
2014
 
2013
 
2012
 
(In thousands)
Net Income (Loss) Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities
$
121,232

 
$
73,802

 
$
46,629

 
$
25,907

 
$
(22,069
)
Adjustments:
 
 
 
 
 
 
 
 
 
Depreciation and Other Amortization of Real Estate
116,506

 
113,126

 
111,371

 
106,333

 
109,784

Depreciation and Other Amortization of Real Estate Included in Discontinued Operations

 

 
2,388

 
7,727

 
11,648

Equity in Depreciation and Other Amortization of Joint Ventures

 
17

 
117

 
273

 
(20
)
Impairment of Depreciable Real Estate

 
626

 

 

 
(192
)
Impairment of Depreciable Real Estate Included in Discontinued Operations

 

 

 
2,652

 
1,438

Gain on Sale of Depreciable Real Estate
(68,202
)
 
(44,022
)
 
(25,988
)
 
(34,344
)
 
(12,665
)
Gain on Sale of Depreciable Real Estate from Joint Ventures

 
(63
)
 
(3,346
)
 
(111
)
 
(902
)
Gain on Change in Control of Interests

 

 

 

 
(776
)
Noncontrolling Interest Share of Adjustments
(1,725
)
 
(2,645
)
 
(3,281
)
 
(3,426
)
 
(5,606
)
Funds from Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities
$
167,811

 
$
140,841

 
$
127,890

 
$
105,011

 
$
80,640


40



Same Store Net Operating Income
SS NOI is a non-GAAP financial measure that provides a measure of rental operations and, as calculated by us, that does not factor in depreciation and amortization, general and administrative expense, acquisition costs, interest expense, impairment charges, equity in income and loss from joint ventures, income tax benefit and expense, gains and losses on retirement of debt, sale of real estate and mark-to-market and settlement loss on interest rate protection agreements. We define SS NOI as revenues minus property expenses such as real estate taxes, repairs and maintenance, property management, utilities, insurance and other expenses, minus the NOI of properties that are not same store properties and minus the impact of straight-line rent, the amortization of lease inducements, the amortization of above/below market rent and lease termination fees. As so defined, SS NOI may not be comparable to same store net operating income or similar measures reported by other REITs that define same store properties or NOI differently. The major factors influencing SS NOI are occupancy levels, rental rate increases or decreases and tenant recoveries increases or decreases. Our success depends largely upon our ability to lease space and to recover the operating costs associated with those leases from our tenants.
The following table shows a reconciliation of the same store revenues and property expenses disclosed in the results of operations (and reconciled to revenues and expenses reflected on the statements of operations) to SS NOI for the years ended December 31, 2016 and 2015.
 
Year Ended December 31,
 
2016
 
2015
 
(In thousands)
Same Store Revenues
$
335,674

 
$
324,280

Same Store Property Expenses
91,462

 
90,241

Same Store Net Operating Income Before Same Store Adjustments
$
244,212

 
$
234,039

Same Store Adjustments:
 
 
 
Lease Inducement Amortization
895

 
788

Straight-line Rent
355

 
(3,511
)
Above / Below Market Rent Amortization
(941
)
 
(397
)
Lease Termination Fees
(396
)
 
(800
)
Same Store Net Operating Income
$
244,125

 
$
230,119

Subsequent Events
From January 1, 2017 to February 23, 2017, we sold three industrial properties for approximately $5.5 million.
From January 1, 2017 to February 23, 2017, we paid off prior to maturity mortgage loans payable in the amount of $692. Additionally, we anticipate paying off on or about March 1, 2017, $35.4 million of mortgage loans payable which were originally scheduled to mature on October 1, 2020.
On February 21, 2017, the Company and the Operating Partnership entered into a Note and Guaranty Agreement to sell up to $125.0 million of 4.30% Series A Guaranteed Senior Notes due April 20, 2027 (the "2027 Private Placement Notes") and up to $75.0 million of 4.40% Series B Guaranteed Senior Notes due April 20, 2029 (the "2029 Private Placement Notes") issued by the Operating Partnership in a private placement. The issuance and sale of the 2027 Private Placement Notes and the 2029 Private Placement Notes is anticipated to occur on or about April 20, 2017. Upon issuance, the 2027 Private Placement Notes and the 2029 Private Placement Notes will require semi-annual interest payments with principal due on April 20, 2027, with respect to the 2027 Private Placement Notes, and April 20, 2029, with respect to the 2029 Private Placement Notes. The 2027 Private Placement Notes and the 2029 Private Placement Notes will be unsecured obligations of the Operating Partnership and will be fully and unconditionally guaranteed by the Company.

Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Response to this item is included in Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” above.

41



Item 8.
Financial Statements and Supplementary Data
See Index to Financial Statements and Financial Statement Schedule included in Item 15.

Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.

Item 9A.
Controls and Procedures
First Industrial Realty Trust, Inc.
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its periodic reports pursuant to the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company's principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required financial disclosure.
The Company carried out an evaluation, under the supervision and with the participation of management, including the Company's principal executive officer and principal financial officer, of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based upon this evaluation, the Company's principal executive officer and principal financial officer concluded that its disclosure controls and procedures were effective as of the end of the period covered by this report.
Management’s Report on Internal Control Over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting. The Company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
Management has assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2016. In making its assessment of internal control over financial reporting, management used the Internal Control-Integrated Framework (2013) set forth by the Committee of Sponsoring Organizations of the Treadway Commission.
Management has concluded that, as of December 31, 2016, the Company's internal control over financial reporting was effective.
The effectiveness of the Company's internal control over financial reporting as of December 31, 2016 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein within Item 15. See Report of Independent Registered Public Accounting Firm.
Changes in Internal Control Over Financial Reporting
There has been no change in the Company's internal control over financial reporting that occurred during the fourth quarter of 2016 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

42



First Industrial, L.P.
Evaluation of Disclosure Controls and Procedures
The Operating Partnership maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its periodic reports pursuant to the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company's principal executive officer and principal financial officer, on behalf of the Company in its capacity as the general partner of the Operating Partnership, as appropriate, to allow timely decisions regarding required financial disclosure.
The Operating Partnership carried out an evaluation, under the supervision and with the participation of management, including the Company's principal executive officer and principal financial officer, on behalf of the Company in its capacity as the general partner of the Operating Partnership, of the effectiveness of the design and operation of the Operating Partnership's disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based upon this evaluation, the Company's principal executive officer and principal financial officer, on behalf of the Company in its capacity as the general partner of the Operating Partnership, concluded that the Operating Partnership's disclosure controls and procedures were effective as of the end of the period covered by this report.
Management’s Report on Internal Control Over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting. The Operating Partnership's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
Management has assessed the effectiveness of the Operating Partnership's internal control over financial reporting as of December 31, 2016. In making its assessment of internal control over financial reporting, management used the Internal Control-Integrated Framework (2013) set forth by the Committee of Sponsoring Organizations of the Treadway Commission.
Management has concluded that, as of December 31, 2016, the Operating Partnership's internal control over financial reporting was effective.
The effectiveness of the Operating Partnership's internal control over financial reporting as of December 31, 2016 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein within Item 15. See Report of Independent Registered Public Accounting Firm.
Changes in Internal Control Over Financial Reporting
There has been no change in the Operating Partnership's internal control over financial reporting that occurred during the fourth quarter of 2016 that has materially affected, or is reasonably likely to materially affect, the Operating Partnership's internal control over financial reporting.

Item 9B.
Other Information
None.

43



PART III
 
Item 10, 11, 12, 13 and 14.
Directors, Executive Officers and Corporate Governance, Executive Compensation, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters, Certain Relationships and Related Transactions and Director Independence and Principal Accountant Fees and Services
The information required by Item 10, Item 11, Item 12, Item 13 and Item 14 is hereby incorporated or furnished, solely to the extent required by such item, from the Company’s definitive proxy statement, which is expected to be filed with the SEC no later than 120 days after the end of the Company’s fiscal year. Information from the Company’s definitive proxy statement shall not be deemed to be “filed” or “soliciting material,” or subject to liability for purposes of Section 18 of the Securities Exchange Act of 1934 to the maximum extent permitted under the Exchange Act.

PART IV
 
Item 15.
Exhibits and Financial Statement Schedules
(a) Financial Statements, Financial Statement Schedule and Exhibits
(1 & 2) See Index to Financial Statements and Financial Statement Schedule.
(3) Exhibits: The Exhibits required by Item 601 of Regulation S-K are listed in the Exhibit Index on page 44 to 47 of this report, which is incorporated herein by reference.

Item 16.
Form 10-K Summary
Not applicable.

44



EXHIBIT INDEX 
Exhibits
 
Description
 
 
 
3.1
 
Amended and Restated Articles of Incorporation of the Company (incorporated by reference to Exhibit 3.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102)
 
 
 
3.2
 
Third Amended and Restated Bylaws of the Company, dated May 7, 2015 (incorporated by reference to Exhibit 3.1 of the Form 8-K of the Company, filed May 7, 2015, File No. 1-13102)
 
 
 
3.3
 
Articles of Amendment to the Company’s Articles of Incorporation, dated June 20, 1994 (incorporated by reference to Exhibit 3.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102)
 
 
 
3.4
 
Articles of Amendment to the Company’s Articles of Incorporation, dated May 31, 1996 (incorporated by reference to Exhibit 3.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 1996, File No. 1-13102)
 
 
 
3.5
 
Articles Supplementary relating to the Company’s 6.236% Series F Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 3.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102)
 
 
 
3.6
 
Articles Supplementary relating to the Company’s 7.236% Series G Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 3.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102)
 
 
 
3.7
 
Articles Supplementary relating to the Company’s Junior Participating Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 4.10 of Form S-3 of the Company and First Industrial, L.P. dated September 24, 1997, Registration No. 333-29879)
 
 
 
3.8
 
Articles Supplementary relating to the Company’s 7.25% Series J Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company filed January 17, 2006, File No. 1-13102)
 
 
 
3.9
 
Articles Supplementary relating to the Company’s 7.25% Series K Cumulative Redeemable Preferred Stock, $0.01 par value (incorporated by reference to Exhibit 1.6 of the Form 8-A of the Company, as filed on August 18, 2006, File No. 1-13102)
 
 
 
3.10
 
Articles of Amendment to the Company’s Articles of Incorporation, dated May 12, 2011 (incorporated by reference to Exhibit 3.1 of the Form 8-K of the Company filed June 2, 2011, File No. 1-13102)
 
 
 
3.11
 
Articles of Amendment to the Company’s Articles of Incorporation, dated May 9, 2013 (incorporated by reference to Exhibit 3.1 of the Form 8-K of the Company filed May 10, 2013, File No. 1-13102)
 
 
 
3.12
 
Twelfth Amended and Restated Partnership Agreement of First Industrial, L.P. dated February 27, 2012 and effective March 17, 2012 (incorporated by reference to Exhibit 10.1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2011, File No. 1-13102)
 
 
 
4.1
 
Indenture, dated as of May 13, 1997, between First Industrial, L.P. and First Trust National Association, as Trustee (incorporated by reference to Exhibit 4.1 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1997, as amended by Form 10-Q/A No. 1 of the Company filed May 30, 1997, File No. 1-13102)
 
 
 
4.2
 
Supplemental Indenture No. 1, dated as of May 13, 1997, between First Industrial, L.P. and First Trust National Association as Trustee relating to $100 million of 7.15% Notes due 2027 (incorporated by reference to Exhibit 4.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 1997, as amended by Form 10-Q/A No. 1 of the Company filed May 30, 1997, File No. 1-13102)
 
 
 
4.3
 
Supplemental Indenture No. 3 dated October 28, 1997 between First Industrial, L.P. and First Trust National Association providing for the issuance of Medium-Term Notes due Nine Months or more from Date of Issue (incorporated by reference to Exhibit 4.1 of Form 8-K of First Industrial, L.P., dated November 3, 1997, as filed November 3, 1997, File No. 333-21873)
 
 
 
4.4
 
7.50% Medium-Term Note due 2017 in principal amount of $100 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.19 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1997, File No. 1-13102)
 
 
 
4.5
 
Trust Agreement, dated as of May 16, 1997, between First Industrial, L.P. and First Bank National Association, as Trustee (incorporated by reference to Exhibit 4.5 of the Form 10-Q of First Industrial, L.P. for the fiscal quarter ended March 31, 1997, File No. 333-21873)
 
 
 
4.6
 
7.60% Notes due 2028 in principal amount of $200 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.2 of the Form 8-K of First Industrial, L.P. dated July 15, 1998, File No. 333-21873)
 
 
 
4.7
 
Supplemental Indenture No. 5, dated as of July 14, 1998, between First Industrial, L.P. and U.S. Bank Trust National Association, relating to First Industrial, L.P.’s 7.60% Notes due July 15, 2028 (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P. dated July 15, 1998, File No. 333-21873)
 
 
 
4.8
 
Supplemental Indenture No. 7 dated as of April 15, 2002, between First Industrial, L.P. and U.S. Bank National Association, relating to First Industrial, L.P.’s 6.875% Notes due 2012 and 7.75% Notes due 2032 (incorporated by reference to Exhibit 4.1 of the Form 8-K of First Industrial, L.P. dated April 4, 2002, File No. 333-21873)
 
 
 

45



Exhibits
 
Description
4.9
 
Form of 6.875% Notes due in 2012 in the principal amount of $200 million issued by First Industrial, L.P. and 7.75% Notes due in 2032 in the principal amount of $50 million issued by First Industrial L.P. (incorporated by reference to Exhibit 4.2 of First Industrial L.P.’s Form 8-K dated April 4, 2002, File No. 333-21873)
 
 
 
4.10
 
Form of 7.75% Notes due 2032 in the principal amount of $50.0 million issued by First Industrial, L.P. (incorporated by reference to Exhibit 4.3 of the Form 8-K of First Industrial, L.P., dated April 4, 2002, File No. 333-21873)
 
 
 
4.11
 
Supplemental Indenture No. 10, dated as of January 10, 2006, relating to 5.75% Senior Notes due 2016, by and between the First Industrial, L.P. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company, filed January 11, 2006, File No. 1-13102)
 
 
 
4.12
 
Supplemental Indenture No. 11, dated as of May 7, 2007, relating to 5.95% Senior Notes due 2017, by and between the First Industrial, L.P. and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 of the Form 8-K of the Company, filed May 5, 2007, File No. 1-13102)
 
 
 
10.1
 
Sales Agreement by and among the Company, First Industrial, L.P. and Cantor Fitzgerald & Co. dated September 16, 2004 (incorporated by reference to Exhibit 1.1 of the Form 8-K of the Company and First Industrial, L.P., dated September 16, 2004, Company's File No. 1-13102 and First Industrial, L.P.'s File No. 333-21873)
 
 
 
10.2
 
Form of Non-Competition Agreement between Johannson L. Yap and First Industrial Realty Trust, Inc. (incorporated by reference to Exhibit 10.14 to the Company’s Registration Statement on Form S-11, File No. 33-77804)
 
 
 
10.3†
 
1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.37 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1994, File No. 1-13102)
 
 
 
10.4
 
Contribution Agreement, dated March 19, 1996, among FR Acquisitions, Inc. and the parties listed on the signature pages thereto (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company, dated April 3, 1996, File No. 1-13102)
 
 
 
10.5
 
Contribution Agreement, dated January 31, 1997, among FR Acquisitions, Inc. and the parties listed on the signature pages thereto (incorporated by reference to Exhibit 10.58 of the Company’s Annual Report on Form 10-K for the year ended December 31, 1996, File No. 1-13102)
 
 
 
10.6†
 
1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.62 of the Company’s Annual Report on
Form 10-K for the year ended December 31, 1996, File No. 1-13102)
 
 
 
10.7†
 
2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.34 of the Company’s Annual Report on
Form 10-K for the year ended December 31, 2001, File No. 1-13102)
 
 
 
10.8†
 
Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102)
 
 
 
10.9†
 
Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.4 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102)
 
 
 
10.10†
 
Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.5 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102)
 
 
 
10.11†
 
Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.6 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2004, File No. 1-13102)
 
 
 
10.12†
 
Form of Restricted Stock Agreement (Director’s Annual Retainer) (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed May 19, 2006, File No. 1-13102)
 
 
 
10.13†
 
Amendment No. 1 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2006, File No. 1-13102)
 
 
 
10.14†
 
Amendment No. 2 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2007, File No. 1-13102)
 
 
 
10.15†
 
Amendment No. 1 to the Company’s 1994 Stock Incentive Plan (incorporated by reference to Exhibit 10.24 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102)
 
 
 
10.16†
 
Amendment No. 1 to the Company’s 1997 Stock Incentive Plan (incorporated by reference to Exhibit 10.25 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102)
 
 
 
10.17†
 
Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.26 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102)
 
 
 
10.18†
 
Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102)
 
 
 
10.19†
 
Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.28 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102)
 
 
 
10.20†
 
Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.29 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 1-13102)

46



Exhibits
 
Description
 
 
 
10.21†
 
Amendment No. 3 to the Company’s 2001 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2008, File No. 1-13102)
 
 
 
10.22†
 
Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2008, File No. 1-13102)
 
 
 
10.23†
 
Employment Agreement dated as of December 17, 2012 by and among the Company, First Industrial L.P. and Bruce W. Duncan (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed December 19, 2012, File No. 1-13102)
 
 
 
10.24†
 
2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q for the period ended June 30, 2009, File No. 1-13102)
 
 
 
10.25†
 
Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed July 15, 2009, File No. 1-13102)
 
 
 
10.26†
 
Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed March 4, 2010, File No. 1-13102)
 
 
 
10.27†
 
Form of Employee Service Based Bonus Agreement (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed July 7, 2010, File No. 1-13102)
 
 
 
10.28†
 
Form of Employee Service Based Bonus Agreement (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed July 13, 2011, File No. 1-13102)
 
 
 
10.29†
 
2011 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed June 2, 2011, File No. 1-13102)
 
 
 
10.30†
 
Amendment No. 1 to 2011 Stock Incentive Plan, dated April 28, 2011 (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed on April 28, 2011, File No. 1-13102)
 
 
 
10.31†
 
Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.1 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2012, File No. 1-13102)
 
 
 
10.32†
 
Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2012, File No. 1-13102)
 
 
 
10.33†
 
Form of Employee Service Based Bonus Agreement (incorporated by reference to Exhibit 10.3 of the Form 10-Q of the Company for the fiscal quarter ended June 30, 2012, File No. 1-13102)
 
 
 
10.34†
 
Form of Restricted Stock Award Agreement for Bruce Duncan (incorporated by reference to Exhibit 10.46 of the Company's Annual Report on Form 10-K for the year ended December 31, 2012, file No. 1-13102)
 
 
 
10.35†
 
Form of 2013 Long-Term Incentive Program (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed June 25, 2013, File No. 1-13102)
 
 
 
10.36†
 
Form of 2013 Long-Term Incentive Program Performance Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company filed June 25, 2013, File No. 1-13102)
 
 
 
10.37
 
Unsecured Term Loan Agreement dated as of January 29, 2014 among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, N.A. and the other lenders thereunder (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed January 29, 2014, File No. 1-13102)
 
 
 
10.38
 
Distribution Agreement among the Company, First Industrial, L.P. and Wells Fargo Securities, LLC dated March 13, 2014 (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed on March 13, 2014, File No. 1-13102)
 
 
 
10.39†
 
2014 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company, filed May 9, 2014, File No. 1-13102)
 
 
 
10.40†
 
Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company, filed May 9, 2014, File No. 1-13102)
 
 
 
10.41†
 
Form of Restricted Stock Award Agreement for Bruce Duncan (incorporated by reference to Exhibit 10.3 of the Form 8-K of the Company, filed May 9, 2014, File No. 1-13102)
 
 
 
10.42†
 
Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.4 of the Form 8-K of the Company, filed May 9, 2014, File No. 1-13102)
 
 
 
10.43†
 
Form of 2013 Long-Term Incentive Program Performance Unit Award Agreement (incorporated by reference to Exhibit 10.5 of the Form 8-K of the Company, filed May 9, 2014, File No. 1-13102)
 
 
 
10.44†
 
Form of Restricted Stock Award Agreement (incorporated by reference Exhibit 10.6 of the Form 8-K of the Company, filed May 9, 2014, File No. 13102)
 
 
 

47



Exhibits
 
Description
10.45
 
Second Amended and Restated Unsecured Revolving Credit Agreement dated as of March 10, 2015, among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, N.A. and the other lenders thereunder (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed March 12, 2015, File No. 1-13102)
 
 
 
10.46
 
First Amendment to Unsecured Term Loan Agreement, dated as of April 29, 2015, among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, N.A. and the other lenders thereunder (incorporated by reference to Exhibit 10.2 of the Form 10-Q of the Company for the fiscal quarter ended March 31, 2015, File No. 1-13102)
 
 
 
10.47
 
Unsecured Term Loan Agreement, dated as of September 11, 2015, among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, National Association, PNC Bank, National Association, Regions Bank, U.S. Bank, National Association and the other lenders thereunder (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company filed September 14, 2015, File No. 1-13102)
 
 
 
10.48
 
Employment Agreement, dated August 2, 2016, by and among First Industrial, L.P., First Industrial Realty Trust, Inc. and Peter E. Baccile (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company and the Operating Partnership, filed August 3, 2016, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873)
 
 
 
10.49
 
Second Amendment to Second Amended and Restated Unsecured Revolving Credit Agreement, dated January 26, 2017, by and among First Industrial, L.P., First Industrial Realty Trust, Inc., certain lenders signatory thereto and Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company and the Operating Partnership, filed February 23, 2017, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873)
 
 
 
10.50
 
Second Amendment to Unsecured Term Loan Agreement, dated January 26, 2017, by and among First Industrial, L.P., First Industrial Realty Trust, Inc., certain lenders signatory thereto and Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.3 of the Form 8-K of the Company and the Operating Partnership, filed February 23, 2017, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873)
 
 
 
10.51
 
First Amendment to Unsecured Term Loan Agreement, dated January 26, 2017, by and among First Industrial, L.P., First Industrial Realty Trust, Inc., certain lenders signatory thereto and Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.4 of the Form 8-K of the Company and the Operating Partnership, filed February 23, 2017, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873) 
 
 
 
10.52
 
Note and Guaranty Agreement, dated as of February 21, 2017, by and among First Industrial, L.P., First Industrial Realty Trust, Inc. and the purchasers of the notes party thereto (including the forms of each of the 4.30% Series A Guaranteed Senior Notes due April 20, 2027 and 4.40% Series B Guaranteed Senior Notes due April 20, 2029) (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company and the Operating Partnership, filed February 23, 2017, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873)
 
 
 
21.1*
 
Subsidiaries of the Registrants
 
 
 
23*
 
Consents of PricewaterhouseCoopers LLP
 
 
 
31.1*
 
Certification of Principal Executive Officer of First Industrial Realty Trust, Inc. pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
 
 
 
31.2*
 
Certification of Principal Financial Officer of First Industrial Realty Trust, Inc. pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
 
 
 
31.3*
 
Certification of Principal Executive Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
 
 
 
31.4*
 
Certification of Principal Financial Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended
 
 
 
32.1**
 
Certification of the Principal Executive Officer and Principal Financial Officer of First Industrial Realty Trust, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 
 
32.2**
 
Certification of the Principal Executive Officer and Principal Financial Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 
 
 
101.1*
 
The following financial statements from First Industrial Realty Trust, Inc.’s and First Industrial L.P.'s Annual Report on Form 10-K for the year ended December 31, 2016, formatted in XBRL: (i) Consolidated Balance Sheets (audited), (ii) Consolidated Statements of Operations (audited), (iii) Consolidated Statements of Comprehensive Income (audited), (iv) Consolidated Statement of Changes in Stockholders’ Equity / Consolidated Statement of Changes in Partners' Capital (audited), (v) Consolidated Statements of Cash Flows (audited) and (vi) Notes to Consolidated Financial Statements (audited)
_______________
*
Filed herewith.
**
Furnished herewith.
Indicates a compensatory plan or arrangement contemplated by Item 15 a (3) of Form 10-K.

48



FIRST INDUSTRIAL REALTY TRUST, INC.
FIRST INDUSTRIAL, L.P.
INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE
 
 
Page
First Industrial Realty Trust, Inc. and First Industrial, L.P.
 
 
 
CONSOLIDATED FINANCIAL STATEMENTS
 
First Industrial Realty Trust, Inc.
 
First Industrial, L.P.
 
First Industrial Realty Trust, Inc. and First Industrial, L.P.
 
 
 
FINANCIAL STATEMENT SCHEDULE
 
First Industrial Realty Trust, Inc. and First Industrial, L.P.
 


49



Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of
First Industrial Realty Trust, Inc.:
In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations, of comprehensive income, of changes in stockholders' equity and of cash flows present fairly, in all material respects, the financial position of First Industrial Realty Trust, Inc. and its subsidiaries (the “Company”) at December 31, 2016 and 2015, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2016 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule listed in the index appearing under Item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements, on the financial statement schedule, and on the Company’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ PricewaterhouseCoopers LLP
Chicago, Illinois
February 23, 2017

50



Report of Independent Registered Public Accounting Firm

To the Partners of
First Industrial, L.P.:
In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations, of comprehensive income, of changes in partners' capital and of cash flows present fairly, in all material respects, the financial position of First Industrial, L.P. and its subsidiaries (the “Operating Partnership”) at December 31, 2016 and 2015, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2016 in conformity with accounting principles generally accepted in the United States of America. In addition, in our opinion, the financial statement schedule listed in the index appearing under Item 15(a)(2) presents fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements. Also in our opinion, the Operating Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2016, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Operating Partnership’s management is responsible for these financial statements and financial statement schedule, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on these financial statements, on the financial statement schedule, and on the Operating Partnership’s internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ PricewaterhouseCoopers LLP
Chicago, Illinois
February 23, 2017


51



FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED BALANCE SHEETS
 
 
December 31, 2016
 
December 31, 2015
 
(In thousands, except share and per  share data)
ASSETS
 
 
 
Assets:
 
 
 
Investment in Real Estate:
 
 
 
Land
$
794,821

 
$
745,912

Buildings and Improvements
2,523,015

 
2,511,737

Construction in Progress
67,078

 
36,319

Less: Accumulated Depreciation
(796,492
)
 
(791,330
)
Net Investment in Real Estate
2,588,422

 
2,502,638

Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $1,471 and $1,171
2,354

 
2,510

Cash and Cash Equivalents
9,859

 
3,987

Restricted Cash
11,602

 
23,005

Tenant Accounts Receivable, Net
4,757

 
5,612

Deferred Rent Receivable, Net
67,382

 
62,335

Deferred Leasing Intangibles, Net
29,499

 
33,326

Prepaid Expenses and Other Assets, Net
79,388

 
76,395

Total Assets
$
2,793,263

 
$
2,709,808

LIABILITIES AND EQUITY
 
 
 
Liabilities:
 
 
 
Indebtedness:
 
 
 
Mortgage Loans Payable, Net
$
495,956

 
$
561,241

Senior Unsecured Notes, Net
204,998

 
364,457

Unsecured Term Loans, Net
456,638

 
455,970

Unsecured Credit Facility
189,500

 
52,500

Accounts Payable, Accrued Expenses and Other Liabilities
84,412

 
93,699

Deferred Leasing Intangibles, Net
10,400

 
11,841

Rents Received in Advance and Security Deposits
43,300

 
40,153

Dividends and Distributions Payable
23,434

 
14,812

Total Liabilities
1,508,638

 
1,594,673

Commitments and Contingencies

 

Equity:
 
 
 
First Industrial Realty Trust Inc.’s Stockholders’ Equity:
 
 
 
Common Stock ($0.01 par value, 150,000,000 shares authorized and 117,107,746 and 111,027,225 shares issued and outstanding)
1,172

 
1,111

Additional Paid-in-Capital
1,886,771

 
1,756,415

Distributions in Excess of Accumulated Earnings
(641,859
)
 
(674,759
)
Accumulated Other Comprehensive Loss
(4,643
)
 
(9,667
)
Total First Industrial Realty Trust, Inc.’s Stockholders’ Equity
1,241,441

 
1,073,100

Noncontrolling Interest
43,184

 
42,035

Total Equity
1,284,625

 
1,115,135

Total Liabilities and Equity
$
2,793,263

 
$
2,709,808

The accompanying notes are an integral part of the consolidated financial statements.

52



FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
(In thousands, except per share data)
Revenues:
 
 
 
 
 
Rental Income
$
289,858

 
$
281,186

 
$
259,609

Tenant Recoveries and Other Income
88,162

 
84,637

 
87,100

Total Revenues
378,020

 
365,823

 
346,709

Expenses:
 
 
 
 
 
Property Expenses
112,324

 
114,628

 
114,499

General and Administrative
26,703

 
25,362

 
23,418

Acquisition Costs
491

 
1,403

 
960

Impairment of Real Estate

 
626

 

Depreciation and Other Amortization
117,282

 
113,814

 
111,897

Total Expenses
256,800

 
255,833

 
250,774

Other Income (Expense):
 
 
 
 
 
Gain (Loss) on Sale of Real Estate
68,202

 
48,906

 
(83
)
Interest Expense
(59,430
)
 
(67,424
)
 
(72,178
)
Amortization of Deferred Financing Costs
(3,219
)
 
(3,159
)
 
(3,098
)
Mark-to-Market and Settlement Loss on Interest Rate Protection Agreements

 
(11,546
)
 

Loss from Retirement of Debt

 

 
(655
)
Total Other Income (Expense)
5,553

 
(33,223
)
 
(76,014
)
Income from Continuing Operations Before Equity in Income of Joint Ventures and Income Tax Provision
126,773

 
76,767

 
19,921

Equity in Income of Joint Ventures

 
55

 
3,499

Income Tax Provision
(1,089
)
 
(117
)
 
(238
)
Income from Continuing Operations
125,684

 
76,705

 
23,182

Discontinued Operations:
 
 
 
 
 
Income Attributable to Discontinued Operations

 

 
1,835

Gain on Sale of Real Estate

 

 
25,988

Income from Discontinued Operations

 

 
27,823

Net Income
125,684

 
76,705

 
51,005

Less: Net Income Attributable to the Noncontrolling Interest
(4,452
)
 
(2,903
)
 
(1,895
)
Net Income Attributable to First Industrial Realty Trust, Inc.
121,232

 
73,802

 
49,110

Less: Preferred Dividends

 

 
(1,019
)
Less: Redemption of Preferred Stock

 

 
(1,462
)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities
$
121,232

 
$
73,802

 
$
46,629

Basic Earnings Per Share:
 
 
 
 
 
Income from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.67

 
$
0.18

Income from Discontinued Operations Attributable to First Industrial Realty Trust, Inc.’s Common Stockholders
$

 
$

 
$
0.24

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.67

 
$
0.42

 
 
 
 
 
 
Diluted Earnings Per Share:
 
 
 
 
 
Income from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.66

 
$
0.18

Income from Discontinued Operations Attributable to First Industrial Realty Trust, Inc.’s Common Stockholders
$

 
$

 
$
0.24

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.66

 
$
0.42

Dividends/Distributions Per Share
$
0.76

 
$
0.51

 
$
0.41

Weighted Average Shares Outstanding - Basic
115,030

 
110,352

 
109,922

Weighted Average Shares Outstanding - Diluted
115,370

 
110,781

 
110,325

The accompanying notes are an integral part of the consolidated financial statements.


53



FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
(In thousands)
Net Income
$
125,684

 
$
76,705

 
$
51,005

Mark-to-Market Gain (Loss) on Interest Rate Protection Agreements
4,849

 
(9,155
)
 
(12,279
)
Reclassification of Fair Value of Interest Rate Protection Agreements (See Note 12)

 
12,990

 

Amortization of Interest Rate Protection Agreements
390

 
524

 
1,358

Foreign Currency Translation Adjustment

 
15

 
(93
)
Comprehensive Income
130,923

 
81,079

 
39,991

Comprehensive Income Attributable to Noncontrolling Interest
(4,638
)
 
(3,069
)
 
(1,467
)
Comprehensive Income Attributable to First Industrial Realty Trust, Inc.
$
126,285

 
$
78,010

 
$
38,524

The accompanying notes are an integral part of the consolidated financial statements.


54



FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
 
Preferred
Stock
 
Common
Stock
 
Additional
Paid-in-
Capital
 
Distributions
in Excess of
Accumulated
Earnings
 
Accumulated
Other
Comprehensive
Loss
 
Noncontrolling
Interest
 
Total
 
(In thousands)
Balance as of December 31, 2013
$

 
$
1,100

 
$
1,817,609

 
$
(688,594
)
 
$
(3,265
)
 
$
44,369

 
$
1,171,219

Redemption of Preferred Stock

 

 
(73,587
)
 
(1,462
)
 

 

 
(75,049
)
Stock Based Compensation Activity

 
4

 
4,880

 
(1,936
)
 

 

 
2,948

Conversion of Limited Partner Units to Common Stock

 
2

 
2,153

 

 

 
(2,155
)
 

Reallocation—Additional Paid-in-Capital

 

 
4

 

 

 
(4
)
 

Common Stock Dividends and Unit Distributions

 

 

 
(45,447
)
 

 
(1,816
)
 
(47,263
)
Preferred Dividends

 

 

 
(1,019
)
 

 

 
(1,019
)
Net Income

 

 

 
49,110

 

 
1,895

 
51,005

Reallocation—Other Comprehensive Income

 

 

 

 
(16
)
 
16

 

Other Comprehensive Loss

 

 

 

 
(10,586
)
 
(428
)
 
(11,014
)
Balance as of December 31, 2014
$

 
$
1,106

 
$
1,751,059

 
$
(689,348
)
 
$
(13,867
)
 
$
41,877

 
$
1,090,827

Stock Based Compensation Activity

 
4

 
4,656

 
(2,417
)
 

 

 
2,243

Conversion of Limited Partner Units to Common Stock

 
1

 
672

 

 

 
(673
)
 

Reallocation—Additional Paid-in-Capital

 

 
28

 

 

 
(28
)
 

Common Stock Dividends and Unit Distributions

 

 

 
(56,796
)
 

 
(2,218
)
 
(59,014
)
Net Income

 

 

 
73,802

 

 
2,903

 
76,705

Reallocation—Other Comprehensive Income

 

 

 

 
(8
)
 
8

 

Other Comprehensive Income

 

 

 

 
4,208

 
166

 
4,374

Balance as of December 31, 2015
$

 
$
1,111

 
$
1,756,415

 
$
(674,759
)
 
$
(9,667
)
 
$
42,035

 
$
1,115,135

Issuance of Common Stock, Net of Issuance Costs

 
56

 
124,528

 

 

 

 
124,584

Stock Based Compensation Activity

 
2

 
5,516

 
(217
)
 

 

 
5,301

Conversion of Limited Partner Units to Common Stock

 
3

 
2,859

 

 

 
(2,862
)
 

Reallocation—Additional Paid-in-Capital

 

 
(2,547
)
 

 

 
2,547

 

Common Stock Dividends and Unit Distributions

 

 

 
(88,115
)
 

 
(3,203
)
 
(91,318
)
Net Income

 

 

 
121,232

 

 
4,452

 
125,684

Reallocation—Other Comprehensive Income

 

 

 

 
(29
)
 
29

 

Other Comprehensive Income

 

 

 

 
5,053

 
186

 
5,239

Balance as of December 31, 2016
$

 
$
1,172

 
$
1,886,771

 
$
(641,859
)
 
$
(4,643
)
 
$
43,184

 
$
1,284,625

The accompanying notes are an integral part of the consolidated financial statements.

55



FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
 
Net Income
$
125,684

 
$
76,705

 
$
51,005

Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
 
 
 
 
 
Depreciation
95,514

 
92,955

 
93,457

Amortization of Deferred Financing Costs
3,219

 
3,159

 
3,098

Other Amortization, including Stock Based Compensation
28,403

 
28,359

 
30,218

Impairment of Real Estate

 
626

 

Provision for Bad Debt
563

 
954

 
1,425

Equity in Income of Joint Ventures

 
(55
)
 
(3,499
)
Distributions from Joint Ventures

 

 
1,881

Gain on Sale of Real Estate
(68,202
)
 
(48,906
)
 
(25,905
)
Loss from Retirement of Debt

 

 
655

Mark-to-Market Loss on Interest Rate Protection Agreements

 
11,546

 

Decrease (Increase) in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net
965

 
(2,686
)
 
(2,582
)
Increase in Deferred Rent Receivable, Net
(6,602
)
 
(6,181
)
 
(2,715
)
(Decrease) Increase in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits
(5,655
)
 
5,673

 
452

Payments of Discounts and Prepayment Penalties Associated with Retirement of Debt
(554
)
 

 
(10,650
)
Cash Book Overdraft

 

 
336

Net Cash Provided by Operating Activities
173,335

 
162,149

 
137,176

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
Acquisitions of Real Estate
(107,484
)
 
(168,122
)
 
(96,045
)
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs
(179,994
)
 
(150,079
)
 
(123,037
)
Net Proceeds from Sales of Investments in Real Estate
163,435

 
154,024

 
98,472

Contributions to and Investments in Joint Ventures

 
(200
)
 
(31
)
Distributions from Joint Ventures

 
126

 
2,475

Settlement of Interest Rate Protection Agreements

 
(11,546
)
 

Repayments of Notes Receivable
43

 
2,760

 
49,761

Decrease (Increase) in Escrows
13,008

 
(24,037
)
 
(664
)
Net Cash Used in Investing Activities
(110,992
)
 
(197,074
)
 
(69,069
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
Financing and Equity Issuance and Preferred Stock Redemption Costs
(375
)
 
(5,158
)
 
(2,419
)
Proceeds from the Issuance of Common Stock, Net of Underwriter’s Discount
124,936

 

 

Repurchase and Retirement of Restricted Stock
(5,242
)
 
(2,101
)
 
(4,667
)
Common Stock Dividends and Unit Distributions Paid
(82,696
)
 
(55,811
)
 
(45,151
)
Preferred Dividends Paid

 

 
(1,471
)
Redemption of Preferred Stock

 

 
(75,000
)
Repayments on Mortgage Loans Payable
(70,969
)
 
(35,004
)
 
(77,880
)
Repayments of Senior Unsecured Notes
(159,125
)
 

 
(71,578
)
Proceeds from Unsecured Term Loans

 
260,000

 
200,000

Proceeds from Unsecured Credit Facility
442,000

 
321,500

 
356,000

Repayments on Unsecured Credit Facility
(305,000
)
 
(454,000
)
 
(344,000
)
Net Cash (Used in) Provided by Financing Activities
(56,471
)
 
29,426

 
(66,166
)
Net Effect of Exchange Rate Changes on Cash and Cash Equivalents

 
(14
)
 
(18
)
Net Increase (Decrease) in Cash and Cash Equivalents
5,872

 
(5,499
)
 
1,941

Cash and Cash Equivalents, Beginning of Year
3,987

 
9,500

 
7,577

Cash and Cash Equivalents, End of Year
$
9,859

 
$
3,987

 
$
9,500

SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
 
 
 
 
 
Interest Paid, Net of Interest Expense Capitalized in Connection with Development Activity
$
63,600

 
$
66,452

 
$
70,194

Interest Expense Capitalized in Connection with Development Activity
$
3,523

 
$
2,453

 
$
1,411

Income Taxes Paid (Refunded)
$
1,358

 
$
23

 
$
(105
)
Supplemental Schedule of Non-Cash Investing and Financing Activities:
 
 
 
 
 
Common Stock Dividends and Unit Distributions Payable
$
23,434

 
$
14,812

 
$
11,949

Exchange of Limited Partnership Units for Common Stock:
 
 
 
 
 
Noncontrolling Interest
$
(2,862
)
 
$
(673
)
 
$
(2,155
)
Common Stock
3

 
1

 
2

Additional Paid-in-Capital
2,859

 
672

 
2,153

Total
$

 
$

 
$

Assumption of Indebtedness and Other Liabilities in Connection with the Acquisition of Real Estate
$
5,405

 
$
2,090

 
$
364

Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate
$
32,712

 
$
25,747

 
$
14,901

Write-off of Fully Depreciated Assets
$
(44,080
)
 
$
(45,457
)
 
$
(44,769
)
The accompanying notes are an integral part of the consolidated financial statements.


56



FIRST INDUSTRIAL, L.P.
CONSOLIDATED BALANCE SHEETS
 
December 31, 2016
 
December 31, 2015
 
(In thousands, except Unit data)
ASSETS
 
 
 
Assets:
 
 
 
Investment in Real Estate:
 
 
 
Land
$
794,821

 
$
745,912

Buildings and Improvements
2,523,015

 
2,511,737

Construction in Progress
67,078

 
36,319

Less: Accumulated Depreciation
(796,492
)
 
(791,330
)
Net Investment in Real Estate
2,588,422

 
2,502,638

Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $1,471 and $1,171
2,354

 
2,510

Cash and Cash Equivalents
9,859

 
3,987

Restricted Cash
11,602

 
23,005

Tenant Accounts Receivable, Net
4,757

 
5,612

Deferred Rent Receivable, Net
67,382

 
62,335

Deferred Leasing Intangibles, Net
29,499

 
33,326

Prepaid Expenses and Other Assets, Net
89,826

 
87,110

Total Assets
$
2,803,701

 
$
2,720,523

LIABILITIES AND PARTNERS’ CAPITAL
 
 
 
Liabilities:
 
 
 
Indebtedness:
 
 
 
Mortgage Loans Payable, Net
$
495,956

 
$
561,241

Senior Unsecured Notes, Net
204,998

 
364,457

Unsecured Term Loans, Net
456,638

 
455,970

Unsecured Credit Facility
189,500

 
52,500

Accounts Payable, Accrued Expenses and Other Liabilities
84,412

 
93,699

Deferred Leasing Intangibles, Net
10,400

 
11,841

Rents Received in Advance and Security Deposits
43,300

 
40,153

Distributions Payable
23,434

 
14,812

Total Liabilities
1,508,638

 
1,594,673

Commitments and Contingencies

 

Partners’ Capital:
 
 
 
First Industrial L.P.'s Partners' Capital:
 
 
 
General Partner Units (117,107,746 and 111,027,225 units outstanding)
1,219,755

 
1,054,028

Limited Partners Units (4,039,375 and 4,305,707 units outstanding)
79,156

 
80,769

Accumulated Other Comprehensive Loss
(4,804
)
 
(10,043
)
Total First Industrial L.P.'s Partners’ Capital
1,294,107

 
1,124,754

Noncontrolling Interest
956

 
1,096

Total Partners’ Capital
1,295,063

 
1,125,850

Total Liabilities and Partners’ Capital
$
2,803,701

 
$
2,720,523

The accompanying notes are an integral part of the consolidated financial statements.

57



FIRST INDUSTRIAL L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
(In thousands, except per Unit data)
Revenues:
 
 
 
 
 
Rental Income
$
289,858

 
$
281,186

 
$
259,609

Tenant Recoveries and Other Income
88,162

 
84,637

 
87,100

Total Revenues
378,020

 
365,823

 
346,709

Expenses:
 
 
 
 
 
Property Expenses
112,324

 
114,628

 
114,499

General and Administrative
26,703

 
25,247

 
23,166

Acquisition Costs
491

 
1,403

 
960

Impairment of Real Estate

 
626

 

Depreciation and Other Amortization
117,282

 
113,814

 
111,897

Total Expenses
256,800

 
255,718

 
250,522

Other Income (Expense):
 
 
 
 
 
Gain (Loss) on Sale of Real Estate
68,202

 
48,906

 
(83
)
Interest Expense
(59,430
)
 
(67,424
)
 
(72,178
)
Amortization of Deferred Financing Costs
(3,219
)
 
(3,159
)
 
(3,098
)
Mark-to-Market and Settlement Loss on Interest Rate Protection Agreements

 
(11,546
)
 

Loss from Retirement of Debt

 

 
(655
)
Total Other Income (Expense)
5,553

 
(33,223
)
 
(76,014
)
Income from Continuing Operations Before Equity in Income of Joint Ventures and Income Tax Provision
126,773

 
76,882

 
20,173

Equity in Income of Joint Ventures

 
55

 
3,499

Income Tax Provision
(1,089
)
 
(117
)
 
(238
)
Income from Continuing Operations
125,684

 
76,820

 
23,434

Discontinued Operations:
 
 
 
 
 
Income Attributable to Discontinued Operations

 

 
1,835

Gain on Sale of Real Estate

 

 
25,988

Income from Discontinued Operations

 

 
27,823

Net Income
125,684

 
76,820

 
51,257

Less: Net Income Attributable to the Noncontrolling Interest
(137
)
 
(138
)
 
(72
)
Net Income Attributable to Unitholders
125,547

 
76,682

 
51,185

Less: Preferred Unit Distributions

 

 
(1,019
)
Less: Redemption of Preferred Units

 

 
(1,462
)
Net Income Available to Unitholders and Participating Securities
$
125,547

 
$
76,682

 
$
48,704

Basic Earnings Per Unit:

 

 

Income from Continuing Operations Available to Unitholders
$
1.05

 
$
0.67

 
$
0.18

Income from Discontinued Operations Attributable to Unitholders
$

 
$

 
$
0.24

Net Income Available to Unitholders
$
1.05

 
$
0.67

 
$
0.42

Diluted Earnings Per Unit:
 
 
 
 
 
Income from Continuing Operations Available to Unitholders
$
1.05

 
$
0.66

 
$
0.18

Income from Discontinued Operations Attributable to Unitholders
$

 
$

 
$
0.24

Net Income Available to Unitholders
$
1.05

 
$
0.66

 
$
0.42


58



Distributions Per Unit
$
0.76

 
$
0.51

 
$
0.41

Weighted Average Units Outstanding - Basic
119,274

 
114,709

 
114,388

Weighted Average Units Outstanding - Diluted
119,614

 
115,138

 
114,791

The accompanying notes are an integral part of the consolidated financial statements.



59



FIRST INDUSTRIAL L.P.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
(In thousands)
Net Income
$
125,684

 
$
76,820

 
$
51,257

Mark-to-Market Gain (Loss) on Interest Rate Protection Agreements
4,849

 
(9,155
)
 
(12,279
)
Reclassification of Fair Value of Interest Rate Protection Agreements (See Note 12)

 
12,990

 

Amortization of Interest Rate Protection Agreements
390

 
524

 
1,358

Foreign Currency Translation Adjustment

 
(26
)
 
(93
)
Comprehensive Income
$
130,923

 
$
81,153

 
$
40,243

Comprehensive Income Attributable to Noncontrolling Interest
(137
)
 
(138
)
 
(72
)
Comprehensive Income Attributable to Unitholders
$
130,786

 
$
81,015

 
$
40,171

The accompanying notes are an integral part of the consolidated financial statements.


60



FIRST INDUSTRIAL, L.P.
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS’ CAPITAL
 
 
General
Partner
Preferred
Units
 
General
Partner
Units
 
Limited
Partner
Units
 
Accumulated
Other
Comprehensive
Loss
 
Noncontrolling Interest
 
Total
 
(In thousands)
Balance as of December 31, 2013
$
73,587

 
$
1,027,664

 
$
82,833

 
$
(3,362
)
 
$
1,095

 
$
1,181,817

Redemption of Preferred Units
(73,587
)
 

 

 

 

 
(73,587
)
Stock Based Compensation Activity

 
2,948

 

 

 

 
2,948

Conversion of Limited Partner Units to General Partner Units

 
2,155

 
(2,155
)
 

 

 

Unit Distributions

 
(45,447
)
 
(1,816
)
 

 

 
(47,263
)
Preferred Unit Distributions
(2,481
)
 

 

 

 

 
(2,481
)
Contributions from Noncontrolling Interest

 

 

 

 
335

 
335

Distributions to Noncontrolling Interest

 

 

 

 
(422
)
 
(422
)
Net Income
2,481

 
46,809

 
1,895

 

 
72

 
51,257

Other Comprehensive Loss

 

 

 
(11,014
)
 

 
(11,014
)
Balance as of December 31, 2014
$

 
$
1,034,129

 
$
80,757

 
$
(14,376
)
 
$
1,080

 
$
1,101,590

Stock Based Compensation Activity

 
2,243

 

 

 

 
2,243

Conversion of Limited Partner Units to General Partner Units

 
673

 
(673
)
 

 

 

Unit Distributions

 
(56,796
)
 
(2,218
)
 

 

 
(59,014
)
Contributions from Noncontrolling Interest

 

 

 

 
67

 
67

Distributions to Noncontrolling Interest

 

 

 

 
(189
)
 
(189
)
Net Income

 
73,779

 
2,903

 

 
138

 
76,820

Other Comprehensive Income

 

 

 
4,333

 

 
4,333

Balance as of December 31, 2015
$

 
$
1,054,028

 
$
80,769

 
$
(10,043
)
 
$
1,096

 
$
1,125,850

Contribution of General Partner Units, Net of Issuance Costs

 
124,584

 

 

 

 
124,584

Stock Based Compensation Activity

 
5,301

 

 

 

 
5,301

Conversion of Limited Partner Units to General Partner Units

 
2,862

 
(2,862
)
 

 

 

Unit Distributions

 
(88,115
)
 
(3,203
)
 

 

 
(91,318
)
Contributions from Noncontrolling Interest
 
 

 

 

 
123

 
123

Distributions to Noncontrolling Interest
 
 

 

 

 
(400
)
 
(400
)
Net Income

 
121,095

 
4,452

 

 
137

 
125,684

Other Comprehensive Income

 

 

 
5,239

 

 
5,239

Balance as of December 31, 2016
$

 
$
1,219,755

 
$
79,156

 
$
(4,804
)
 
$
956

 
$
1,295,063

The accompanying notes are an integral part of the consolidated financial statements.


61



FIRST INDUSTRIAL, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended
December 31, 2014
 
(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
 
Net Income
$
125,684

 
$
76,820

 
$
51,257

Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
 
 
 
 
 
Depreciation
95,514

 
92,955

 
93,457

Amortization of Deferred Financing Costs
3,219

 
3,159

 
3,098

Other Amortization, including Stock Based Compensation
28,403

 
28,359

 
30,218

Impairment of Real Estate

 
626

 

Provision for Bad Debt
563

 
954

 
1,425

Equity in Income of Joint Ventures

 
(55
)
 
(3,499
)
Distributions from Joint Ventures

 

 
1,881

Gain on Sale of Real Estate
(68,202
)
 
(48,906
)
 
(25,905
)
Loss from Retirement of Debt

 

 
655

Mark-to-Market Loss on Interest Rate Protection Agreements

 
11,546

 

Decrease (Increase) in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net
1,242

 
(2,673
)
 
(2,039
)
Increase in Deferred Rent Receivable, Net
(6,602
)
 
(6,181
)
 
(2,715
)
(Decrease) Increase in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits
(5,655
)
 
5,682

 
399

Payments of Discounts and Prepayment Penalties Associated with Retirement of Debt
(554
)
 

 
(10,650
)
Cash Book Overdraft

 

 
336

Net Cash Provided by Operating Activities
173,612

 
162,286

 
137,918

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
Acquisitions of Real Estate
(107,484
)
 
(168,122
)
 
(96,045
)
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs
(179,994
)
 
(150,079
)
 
(123,037
)
Net Proceeds from Sales of Investments in Real Estate
163,435

 
154,024

 
98,472

Contributions to and Investments in Joint Ventures

 
(200
)
 
(31
)
Distributions from Joint Ventures

 
126

 
2,475

Settlement of Interest Rate Protection Agreements

 
(11,546
)
 

Repayments of Notes Receivable
43

 
2,760

 
49,761

Decrease (Increase) in Escrows
13,008

 
(24,037
)
 
(1,319
)
Net Cash Used in Investing Activities
(110,992
)
 
(197,074
)
 
(69,724
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
Financing and Equity Issuance and Preferred Unit Redemption Costs
(375
)
 
(5,158
)
 
(2,419
)
Contribution of General Partner Units
124,936

 

 

Repurchase and Retirement of Restricted Units
(5,242
)
 
(2,101
)
 
(4,667
)
Unit Distributions Paid
(82,696
)
 
(55,811
)
 
(45,151
)
Preferred Unit Distributions Paid

 

 
(1,471
)
Redemption of Preferred Units

 

 
(75,000
)
Contributions from Noncontrolling Interests
123

 
67

 
335

Distributions to Noncontrolling Interests
(400
)
 
(189
)
 
(422
)
Repayments on Mortgage Loans Payable
(70,969
)
 
(35,004
)
 
(77,880
)
Repayments of Senior Unsecured Notes
(159,125
)
 

 
(71,578
)
Proceeds from Unsecured Term Loans

 
260,000

 
200,000


62



Proceeds from Unsecured Credit Facility
442,000

 
321,500

 
356,000

Repayments on Unsecured Credit Facility
(305,000
)
 
(454,000
)
 
(344,000
)
Net Cash (Used in) Provided by Financing Activities
(56,748
)
 
29,304

 
(66,253
)
Net Effect of Exchange Rate Changes on Cash and Cash Equivalents

 
(14
)
 
(18
)
Net Increase (Decrease) in Cash and Cash Equivalents
5,872

 
(5,484
)
 
1,941

Cash and Cash Equivalents, Beginning of Year
3,987

 
9,485

 
7,562

Cash and Cash Equivalents, End of Year
$
9,859

 
$
3,987

 
$
9,485

SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
 
 
 
 
 
Interest Paid, Net of Interest Expense Capitalized in Connection with Development Activity
$
63,600

 
$
66,452

 
$
70,194

Interest Expense Capitalized in Connection with Development Activity
$
3,523

 
$
2,453

 
$
1,411

Income Taxes Paid (Refunded)
$
1,358

 
$
23

 
$
(105
)
Supplemental Schedule of Non-Cash Investing and Financing Activities:
 
 
 
 
 
General and Limited Partner Unit Distributions Payable
$
23,434

 
$
14,812

 
$
11,949

Exchange of Limited Partner Units for General Partner Units:
 
 
 
 
 
Limited Partner Units
$
(2,862
)
 
$
(673
)
 
$
(2,155
)
General Partner Units
2,862

 
673

 
2,155

Total
$

 
$

 
$

Assumption of Indebtedness and Other Liabilities in Connection with the Acquisition of Real Estate
$
5,405

 
$
2,090

 
$
364

Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate
$
32,712

 
$
25,747

 
$
14,901

Write-off of Fully Depreciated Assets
$
(44,080
)
 
$
(45,457
)
 
$
(44,769
)
The accompanying notes are an integral part of the consolidated financial statements.


63



FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except per share and Unit data)
1. Organization
First Industrial Realty Trust, Inc. (the "Company") is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust ("REIT") as defined in the Internal Revenue Code of 1986 (the "Code"). Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to the Company and its subsidiaries, including its operating partnership, First Industrial, L.P. (the "Operating Partnership"), and its consolidated subsidiaries.
We began operations on July 1, 1994. The Company's operations are conducted primarily through the Operating Partnership, of which the Company is the sole general partner (the "General Partner"), with an approximate 96.7% and 96.3% ownership interest ("General Partner Units") at December 31, 2016 and 2015, respectively. The Operating Partnership also conducts operations through eight other limited partnerships (the "Other Real Estate Partnerships"), numerous limited liability companies ("LLCs") and certain taxable REIT subsidiaries ("TRSs"), the operating data of which, together with that of the Operating Partnership, is consolidated with that of the Company as presented herein. The Operating Partnership holds at least a 99% limited partnership interest in each of the Other Real Estate Partnerships. The general partners of the Other Real Estate Partnerships are separate corporations, wholly-owned by the Company, each with at least a .01% general partnership interest in the Other Real Estate Partnerships. The Company does not have any significant assets or liabilities other than its investment in the Operating Partnership and its 100% ownership interest in the general partners of the Other Real Estate Partnerships. Noncontrolling interest in the Operating Partnership of approximately 3.3% and 3.7% at December 31, 2016 and 2015, respectively, represents the aggregate partnership interest held by the limited partners thereof ("Limited Partner Units" and together with the General Partner Units, the "Units") . 
Profits, losses and distributions of the Operating Partnership, the LLCs, the Other Real Estate Partnerships and the TRSs are allocated to the general partner and the limited partners, the members or the shareholders, as applicable, of such entities in accordance with the provisions contained within their respective organizational documents.
As of December 31, 2016, we owned 537 industrial properties located in 23 states, containing an aggregate of approximately 62.3 million square feet of gross leasable area ("GLA"). Of the 537 properties owned on a consolidated basis, none of them are directly owned by the Company.
Any references to the number of industrial properties and square footage in the financial statement footnotes are unaudited.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying consolidated financial statements at December 31, 2016 and 2015 and for each of the years ended December 31, 2016, 2015 and 2014 include the accounts and operating results of the Company and the Operating Partnership. Such financial statements present noncontrolling equity interests in joint ventures under the equity method of accounting. All intercompany transactions have been eliminated in consolidation.
Use of Estimates
In order to conform with generally accepted accounting principles ("GAAP"), in preparation of our consolidated financial statements we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of December 31, 2016 and 2015, and the reported amounts of revenues and expenses for each of the years ended December 31, 2016, 2015 and 2014. Actual results could differ from those estimates.
Reclassifications
Interest income, which was included in other income and expense on the consolidated statement of operations for the years ended December 31, 2015 and 2014, has been reclassified to be included in tenant recoveries and other income to conform to the presentation of the same data as reported for the year ended December 31, 2016.
Cash and Cash Equivalents
Cash and cash equivalents include all cash and liquid investments with an initial maturity of three months or less. The carrying amount approximates fair value due to the short term maturity of these investments.

64



Restricted Cash
Restricted cash includes cash held in escrow in connection with gross proceeds from the sales of certain industrial properties. These sales proceeds will be disbursed as we exchange into properties under Section 1031 of the Code. The carrying amount approximates fair value due to the short term maturity of these investments.
Investment in Real Estate and Depreciation
Investment in real estate is carried at cost, less accumulated depreciation and amortization. We review our properties on a quarterly basis for impairment and provide a provision if impairments exist. To determine if an impairment may exist, we review our properties and identify those that have had either an event of change or event of circumstances warranting further assessment of recoverability (such as a decrease in occupancy, a decline in general market conditions or a change in the expected hold period of an asset or asset group). If further assessment of recoverability is needed, we estimate the future net cash flows expected to result from the use of the property and its eventual disposition. If the sum of the expected future net cash flows (undiscounted and without interest charges) is less than the carrying amount of the property or group of properties, we will recognize an impairment loss based upon the estimated fair value of the property or group of properties. For properties we consider held for sale, we cease depreciating the properties and value the properties at the lower of depreciated cost or fair value, less costs to dispose. If circumstances arise that were previously considered unlikely, and, as a result, we decide not to sell a property or group of properties previously classified as held for sale, we will reclassify the properties as held and used. Properties are measured at the lower of their carrying amounts (adjusted for any depreciation and amortization expense that would have been recognized had the properties been continuously classified as held and used) or fair value at the date of the subsequent decision not to sell. We classify properties as held for sale when all criteria within the Financial Accounting Standards Board’s (the "FASB") guidance on the impairment or disposal of long-lived assets are met.
Interest costs, real estate taxes, compensation costs of development personnel and other directly related costs incurred during construction periods are capitalized and depreciated commencing with the date the property is substantially completed. Upon substantial completion, we reclassify construction in progress to building, tenant improvements and leasing commissions. Such costs begin to be capitalized to the development projects from the point we are undergoing necessary activities to get the development ready for its intended use and cease when the development projects are substantially completed and held available for occupancy.
Depreciation expense is computed using the straight-line method based on the following useful lives: 
 
Years
Buildings and Improvements
7 to 50
Land Improvements
5 to 20
Furniture, Fixtures and Equipment
3 to 10
Tenant Improvements
Lease Term
Construction expenditures for tenant improvements, leasehold improvements and leasing commissions (inclusive of compensation costs of personnel attributable to leasing) are capitalized and amortized over the terms of each specific lease. Capitalized compensation costs of personnel attributable to leasing relate to time directly attributable to originating leases with tenants that result directly from and are essential to originating those leases and would not have been incurred had these leasing transactions not occurred. Repairs and maintenance are charged to expense when incurred. Expenditures for improvements are capitalized.
Upon acquisition of an occupied property, we allocate the purchase price of the property based upon the fair value of the assets acquired and liabilities assumed, which generally consists of land, buildings, tenant improvements, leasing commissions and intangible assets including in-place leases, above market and below market leases, below market ground lease obligations and tenant relationships. We allocate the purchase price to the fair value of the tangible assets of an acquired property by valuing the property as if it were vacant. Acquired above and below market leases and below market ground lease obligations are valued based on the present value of the difference between prevailing market rates and the in-place rates measured over a period equal to the remaining term of the lease for above market leases and below market ground lease obligations, and the initial term plus the term of any below market fixed rate renewal options for below market leases. The above market lease values are amortized as a reduction of rental revenue over the remaining term of the respective leases, and the below market lease values are amortized as an increase to base rental revenue over the remaining initial terms plus the terms of any below market fixed rate renewal options of the respective leases.

65



The purchase price is further allocated to in-place lease values and tenant relationships based on our evaluation of the specific characteristics of each tenant’s lease and our overall relationship with the respective tenant. The value of in-place lease intangibles and tenant relationships, which are included as components of deferred leasing intangibles, net are amortized over the remaining lease term (and expected renewal periods of the respective lease for tenant relationships) as adjustments to depreciation and other amortization expense. If a tenant terminates its lease early, the unamortized portion of the tenant improvements, leasing commissions, above and below market leases, the in-place lease value and tenant relationships is immediately written off.
Acquisition related costs associated with business combinations are expensed as incurred. As defined by GAAP, a business is an integrated set of activities and assets that is capable of being conducted and managed for the purpose of providing a return in the form of dividends, lower costs or other economic benefits directly to investors or other owners, members or participants. We do not consider acquisitions of land or unoccupied buildings to be business combinations. Rather, these transactions are treated as asset acquisitions and the acquisition related costs are capitalized to the basis of the assets acquired.
Deferred leasing intangibles, net of accumulated amortization, included in our total assets and total liabilities consist of the following: 
 
December 31,
2016
 
December 31,
2015
In-Place Leases
$
17,529

 
$
19,438

Above Market Leases
2,373

 
2,520

Below Market Ground Lease Obligation
1,733

 
1,778

Tenant Relationships
7,864

 
9,590

Total Included in Total Assets, Net of $27,336 and $26,432 of Accumulated Amortization
$
29,499

 
$
33,326

Below Market Leases
$
10,400

 
$
11,841

Total Included in Total Liabilities, Net of $10,193 and $8,911 of Accumulated Amortization
$
10,400

 
$
11,841

Amortization expense related to in-place leases and tenant relationships, exclusive of amortization expense related to in-place leases and tenant relationships included in discontinued operations, was $6,717, $6,326 and $6,239 for the years ended December 31, 2016, 2015 and 2014, respectively. Rental revenues increased by $996, $462 and $925 related to net amortization of above and below market leases, exclusive of net amortization related to above and below market leases included in discontinued operations for the year ended December 31, 2014. We will recognize net amortization expense related to deferred leasing intangibles over the next five years, for properties owned as of December 31, 2016 as follows: 
 
Estimated
Amortization
of In-Place
Leases and Tenant
Relationships
 
Estimated Net
Increase to
Rental Revenues
Related to
Above and Below
Market Leases
2017
$
5,860

 
$
961

2018
$
4,119

 
$
817

2019
$
3,251

 
$
828

2020
$
2,700

 
$
754

2021
$
2,069

 
$
740

Foreign Currency Transactions and Translation
The assets and liabilities of our operations in Canada were translated to U.S. dollars from the Canadian dollar based on the current exchange rate prevailing at each balance sheet date. The income statement accounts were translated using the average exchange rate for the period. The resulting translation adjustments were included in accumulated other comprehensive income. We sold our sole remaining real estate asset located in Canada during the year ended December 31, 2014.

66



Deferred Financing Costs
Deferred financing costs include fees and costs incurred to obtain long-term financing. These fees and costs are being amortized over the terms of the respective loans. Unamortized deferred financing costs are written-off when debt is retired before the maturity date.
Effective January 1, 2016, we adopted Accounting Standards Update ("ASU") No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs" ("ASU 2015-03"), which amended the presentation of debt issuance costs on a consolidated balance sheet. ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, instead of as an asset. We applied ASU 2015-03 retrospectively. The debt issuance costs related to the unsecured credit facility remain classified as an asset and are included in prepaid expenses and other assets on the consolidated balance sheets.
Investments in Joint Ventures
Investments in joint ventures represented noncontrolling equity or limited partnership interests in joint ventures. We accounted for investments in joint ventures under the equity method of accounting, as we did not have a majority voting interest, operational control or financial control. Control is determined using accounting standards related to the consolidation of joint ventures and variable interest entities ("VIEs"). In order to assess whether consolidation of a VIE is required, an enterprise is required to qualitatively assess the determination of the primary beneficiary of a VIE based on whether the entity (1) has the power to direct matters that most significantly impact the activities of the VIE and (2) has the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Additionally, they require an ongoing reconsideration of the primary beneficiary and provide a framework for the events that trigger a reassessment of whether an entity is a VIE.
Under the equity method of accounting, our share of earnings or losses of joint ventures was reflected in income as earned and contributions or distributions increased or decreased our investments in joint ventures as paid or received, respectively. Differences between our carrying value of our investments in joint ventures and our underlying equity of such joint ventures was amortized over the respective lives of the underlying assets. During the year ended 2015, the joint venture in which we held a noncontrolling equity interest, sold it's last remaining industrial property.
Limited Partner Units
Limited Partner Units are reported within Partners’ Capital in the Operating Partnership's balance sheet as of December 31, 2016 and 2015 because they are not redeemable for cash or other assets (a) at a fixed or determinable date, (b) at the option of the Unitholder or (c) upon the occurrence of an event that is not solely within the control of the Operating Partnership. Redemption can be effectuated, as determined by the General Partner, either by exchanging the Units for shares of common stock of the Company on a one-for-one basis, subject to adjustment, or by paying cash equal to the fair market value of such shares.
The Operating Partnership is the only significant asset of the Company and economic, fiduciary and contractual means align the interests of the Company and the Operating Partnership. The Company's Board of Directors and officers of the Company direct the Company to act when acting in its capacity as sole general partner of the Operating Partnership. Because of this, the Operating Partnership is deemed to have effective control of the form of redemption consideration. As of December 31, 2016, all criteria were met for the Operating Partnership to control the actions or events necessary to issue the maximum number of the Company’s common shares required to be delivered upon redemption of all remaining Limited Partner Units.
Stock Based Compensation
We measure compensation cost for all stock-based awards at fair value on the date of grant and recognize compensation expense over the service period for awards expected to vest.
Net income, net of preferred stock dividends or preferred Unit distributions and redemption of preferred stock or preferred Units, is allocated to common stockholders or Unitholders and participating securities based upon their proportionate share of weighted average shares or Units plus weighted average participating securities. Participating securities are unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents. Restricted stock or restricted Unit awards granted to employees and directors are considered participating securities as they receive non-forfeitable dividend or dividend equivalents at the same rate as common stock or Units. See Note 8 for further disclosure about participating securities.

67



Revenue Recognition
Rental income is recognized on a straight-line method under which contractual rent increases are recognized evenly over the lease term. Tenant recovery income includes payments from tenants for real estate taxes, insurance and other property operating expenses and is recognized as revenue in the same period the related expenses are incurred by us.
If the lease provides for tenant improvements, we determine whether the tenant improvements are owned by the tenant or us. When we are the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the leased asset until the tenant improvements are substantially complete. Also, when we are the owner of the tenant improvements, any tenant improvements funded by the tenant are treated as lease payments which are deferred and amortized into income over the lease term. When the tenant is the owner of the tenant improvements, we record any tenant improvement allowance funded as a lease inducement and amortize it as a reduction of revenue over the lease term.
Revenue is generally recognized on payments received from tenants for early lease terminations upon the effective termination of a tenant’s lease and when we have no further obligations under the lease.
We provide an allowance for doubtful accounts against the portion of tenant accounts receivable including deferred rent receivable, which is estimated to be uncollectible. Tenant accounts receivable in the consolidated balance sheets are shown net of an allowance for doubtful accounts of $528 and $1,515 as of December 31, 2016 and 2015, respectively. Deferred rent receivable in the consolidated balance sheets is shown net of an allowance for doubtful accounts of $1,694 and $2,669 as of December 31, 2016 and 2015, respectively. For accounts receivable we deem uncollectible, we use the direct write-off method.
Gain on Sale of Real Estate
Gain on sale of real estate is recognized using the full accrual method, when appropriate. Gains relating to transactions which do not meet the full accrual method of accounting are deferred and recognized when the full accrual method of accounting criteria are met or by using the installment or deposit methods of profit recognition, as appropriate in the circumstances. As the assets are sold, their costs and related accumulated depreciation are written off with resulting gains or losses reflected in net income. Estimated future costs to be incurred by us after completion of each sale are accrued and included in the determination of the gain on sales.
Income Taxes
The Company has elected to be taxed as a REIT under the Code. To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including a requirement to distribute at least 90% of its adjusted taxable income to its stockholders. Management intends to continue to adhere to these requirements and to maintain the Company's REIT status. As a REIT, the Company is entitled to a tax deduction for some or all of the dividends it pays to shareholders. Accordingly, the Company generally will not be subject to federal income taxes as long as it currently distributes to shareholders an amount equal to or in excess of the Company's taxable income. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes and may not be able to qualify as a REIT for four subsequent taxable years.
REIT qualification reduces, but does not eliminate, the amount of state and local taxes we pay. In addition, our financial statements include the operations of taxable corporate subsidiaries that are not entitled to a dividends paid deduction and are subject to corporate federal, state and local income taxes.
In accordance with partnership taxation, each of the partners of the Operating Partnership is responsible for reporting their share of taxable income or loss.
We may also be subject to certain federal excise and franchise taxes if we engage in certain types of transactions. A benefit or provision has been made for federal, state and local income taxes in the accompanying consolidated financial statements. The provision for excise and franchise taxes has been reflected in general and administrative expense in the consolidated statements of operations and has not been separately stated due to its insignificance.
Earnings Per Share and Earnings Per Unit ("EPS" and "EPU")
Basic net income per common share or Unit is computed by dividing net income available to common shareholders or Unitholders by the weighted average number of common shares or Units outstanding for the period.
Diluted net income per common share or Unit is computed by dividing net income available to common shareholders or Unitholders by the sum of the weighted average number of common shares or Units outstanding and any dilutive non-participating securities for the period.

68



Derivative Financial Instruments
Historically, we have used interest rate protection agreements ("Agreements") to fix the interest rate on anticipated offerings of senior unsecured notes. Receipts or payments that result from the settlement of Agreements used to fix the interest rate on anticipated offerings of senior unsecured notes are amortized over the life of the derivative or the life of the debt and included in interest expense. Receipts or payments resulting from Agreements used to convert floating rate debt to fixed rate debt are recognized as a component of interest expense. Agreements which qualify for hedge accounting are marked-to-market and any gain or loss that is effective is recognized in other comprehensive income whereas mark-to-market gains and losses on Agreements which do not qualify for hedge accounting are recognized in net income immediately. Amounts accumulated in other comprehensive income (loss) during the hedge period are reclassified to earnings in the same period during which the forecasted transaction or hedged item affects net income. The credit risks associated with Agreements are controlled through the evaluation and monitoring of the creditworthiness of the counterparty. In the event that the counterparty fails to meet the terms of Agreements, our exposure is limited to the fair value of Agreements, not the notional amounts.
Fair Value
GAAP establishes a framework for measuring fair value and requires disclosures about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants. The guidance establishes a hierarchy for inputs used in measuring fair value based on observable and unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions of pricing the asset or liability based on the best information available in the circumstances. We estimate fair value using available market information and valuation methodologies we believe to be appropriate for these purposes. The fair value hierarchy consists of the following three broad levels:
Level 1 - quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date;
Level 2 - inputs other than quoted prices within Level 1 that are either directly or indirectly observable for the asset or liability; and
Level 3 - unobservable inputs in which little or no market data exists for the asset or liability.
Our assets and liabilities that are measured at fair value are classified in their entirety based on the lowest level of input that is significant to their fair value measurement. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts that we would realize on disposition.
Discontinued Operations and Assets Held for Sale
Effective January 1, 2015, we adopted ASU No. 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity" ("ASU 2014-08") for all properties not previously sold. ASU 2014-08 revised the reporting requirements to only allow a component of an entity, or group of components of an entity, to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results.  Going forward, we expect the majority of our property dispositions will not qualify as discontinued operations and the results of the dispositions, including the gain on sale of real estate, will be presented in income from continuing operations.
Prior to the adoption of ASU 2014-08, the FASB’s guidance on financial reporting for the disposal of long lived assets required that the results of operations and gains or losses on the sale of property or property held for sale be presented in discontinued operations if both of the following criteria were met: (a) the operations and cash flows of the property have been (or will be) eliminated from the ongoing operations of the Company and the Operating Partnership as a result of the disposal transaction and (b) we will not have any significant continuing involvement in the operations of the property after the disposal transaction. The guidance also required prior period results of operations for these properties to be reclassified and presented in discontinued operations in prior consolidated statements of operations.
We classify certain properties and related assets and liabilities as held for sale when certain criteria are met. At such time, the respective assets and liabilities are presented separately on the consolidated balance sheets. Assets held for sale are reported at the lower of carrying value or estimated fair value less estimated costs to sell.
Segment Reporting
Management views the Company, inclusive of the Operating Partnership, as a single segment based on its method of internal reporting.

69



Recent Accounting Pronouncements
In February 2016, the FASB issued ASU No. 2016-02, "Leases" ("ASU 2016-02"), which amends the existing accounting standards for lease accounting and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract. Under ASU 2016-02, we will be required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. We are a lessee on certain ground and operating leases as disclosed in Note 14. Due to the length of lease terms of some of these ground and operating leases, we expect to record a right-of-use asset and lease liability upon adoption of this standard. ASU 2016-02 also requires that lessors expense certain initial direct costs, which are capitalizable under existing leasing standards, as incurred. ASU 2016-02 requires the use of a modified retrospective approach for all leases existing at, or entered into after, the beginning of the earliest period presented in the consolidated financial statements, with certain practical expedients available. We are continuing the process of evaluating and quantifying the effect that ASU 201-02 will have on our consolidated financial statements and related disclosures. We plan to adopt ASU 2016-02 on January 1, 2019.
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 requires entities to recognize revenue when they transfer promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. While lease contracts with customers, which constitute a vast majority of our revenues, are a specific scope exception, certain of our revenue streams may be impacted by the new guidance. Once the new guidance setting forth principles for the recognition, measurement, presentation and disclosure of leases (ASU 2016-02, as discussed above) goes into effect, the new revenue standard may apply to executory costs and other components of revenue due under leases that are deemed to be non-lease components (such as common area maintenance and provision of utilities), even when the revenue for such activities is not separately stipulated in the lease. ASU 2014-09 provides the option of using a full retrospective or a modified retrospective approach. We have not decided which method of adoption we will use. ASU 2014-09 is effective for annual periods beginning after December 15, 2017. We are currently in the process of evaluating the impact the adoption of ASU 2014-09 will have on our financial position or results of operations and we plan to adopt the standard January 1, 2018.
In March 2016, the FASB issued ASU No. 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting" ("ASU 2016-09"). ASU 2016-09 intends to simplify several aspects of the accounting for share-based payment transactions, including the accounting for income taxes, the classification of certain items on the statement of cash flows, statutory tax withholding requirements and the accounting for forfeitures. The adoption of ASU 2016-09 is not expected to impact our consolidated financial statements.We plan to adopt ASU 2016-02 on January 1, 2017.
In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" ("ASU 2016-13"). ASU 2016-13 requires, among other things, the use of a new current expected credit loss ("CECL") model in determining our allowances for doubtful accounts with respect to accounts receivable, accrued straight-line rents receivable and notes receivable. The CECL model requires that we estimate our lifetime expected credit loss with respect to these receivables and record allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. We will also be required to disclose information about how we developed the allowances, including changes in the factors that influenced our estimate of expected credit losses and the reasons for those changes. ASU 2016-13 is effective for annual periods beginning after December 15, 2019. We are in the process of evaluating ASU 2016-13.
In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” ("ASU 2016-15"). ASU 2016-15 addresses eight specific cash flow issues and intends to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual periods beginning after December 15, 2017 with retrospective application required. We expect ASU 2016-15 to impact the presentation of our consolidated statement of cash flows and we will adopt on January 1, 2018.
In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). ASU 2016-18 requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017. We expect ASU 2016-18 to impact the presentation of our consolidated statement of cash flows and we will adopt on January 1, 2018.

70



In January 2017, the FASB issued ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" ("ASU 2017-01"). ASU 2017-01 clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business. The revised framework establishes a screen for determining whether an integrated set of assets and activities is a business and narrows the definition of a business, which is expected to result in fewer transactions being accounted for as business combinations. Acquisitions of integrated sets of assets and activities that do not meet the definition of a business are accounted for as asset acquisitions. ASU 2017-01 is effective for annual periods beginning after December 15, 2017 and is to be applied prospectively on or after the effective date. We plan to adopt ASU 2017-01 on January 1, 2017 and we anticipate that our acquisitions of real estate in the future will generally not meet the definition of a business combination and accordingly transaction costs which have historically been expensed, will be capitalized as part of the basis of the real estate assets acquired.
3. Investment in Real Estate
Acquisitions
The following table summarizes our acquisition of industrial properties from third parties for the years ended December 31, 2016, 2015 and 2014. The revenue and net income associated with the acquisition of the industrial properties, since their respective acquisition dates, are not significant for 2016, 2015 or 2014.
 
Year Ended December 31,
 
2016
 
2015
 
2014
Number of Industrial Properties Acquired
6

 
8

 
8

GLA (in millions)
0.7

 
1.9

 
1.1

Purchase Price (A)
$
111,130

 
$
169,218

 
$
95,692

(A) Purchase price includes the acquisition of several land parcels for the years ended 2016, 2015 and 2014 and excludes closing costs incurred with the acquisition of the industrial properties and land parcels.
The following table summarizes the fair value of amounts recognized for each major class of asset and liability for the industrial properties and land parcels acquired during the years ended December 31, 2016 and 2015:
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Purchase Price
 
Weighted Average Life (in Months)
 
Purchase Price
 
Weighted Average Life (in Months)
Land
$
70,380

 
N/A
 
$
52,954

 
N/A
Building and Improvements
37,031

 
(A)
 
107,106

 
(A)
Other Assets
781

 
(B)
 
2,562

 
(B)
In-Place Leases
3,253

 
75
 
7,124

 
84
Above Market Leases
214

 
33
 

 
N/A
Below Market Leases

 
N/A
 
(528
)
 
62
Assumed Mortgage Loan Premium (See Note 4)
(529
)
 
44
 

 
N/A
Total Purchase Price
$
111,130

 
 
 
$
169,218

 
 
Assumed Mortgage Loan (See Note 4)
(4,513
)
 
 
 
 
 
 
Total Net Assets Acquired
$
106,617

 
 
 
 
 
 
(A) See Note 2 for the disclosure of useful lives of our Investment in Real Estate and our Depreciation policy.
(B) Represents leasing commissions, which are included in prepaid expenses and other assets on the consolidated balance sheets and amortized over the remaining term of each lease.
Real Estate Held for Sale
As of December 31, 2016, we had three industrial properties comprising approximately 0.1 million square feet of GLA held for sale.

71



Sales and Discontinued Operations
The following table summarizes our property dispositions for the years ended December 31, 2016, 2015 and 2014:
 
Year Ended December 31,
 
2016
 
2015
 
2014
Number of Industrial Properties Sold
63

 
66

 
29

GLA (in millions)
3.9

 
3.8

 
2.0

Gross Proceeds from the Sale of Real Estate (A)
$
169,911

 
$
158,429

 
$
102,596

Gain on Sale of Real Estate (A)
$
68,202

 
$
48,906

 
$
25,905

(A) Gross proceeds from the sale of real estate and gain on sale of real estate includes the sale of several land parcels for years ended December 31, 2015 and 2014.
The 29 industrial properties sold during the year ended December 31, 2014 meet the criteria to be included in discontinued operations. Therefore the results of operations and gain on sale of real estate for the 29 industrial properties sold are included in discontinued operations. The results of operations and loss on sale of real estate for the several land parcels, which do not meet the criteria to be included in discontinued operations, are included in continuing operations. As discussed in Note 2, we adopted the new accounting standard relating to discontinued operations on January 1, 2015. There were no sales of industrial properties during the years ended ended December 31, 2016 and 2015 that met the criteria to be classified as discontinued operations.
The following table discloses the components of our discontinued operations for the year ended December 31, 2014: 
 
Year Ended December 31, 2014
Total Revenues
$
7,007

Property Expenses
(2,784
)
Depreciation and Amortization
(2,388
)
Gain on Sale of Real Estate
25,988

Income from Discontinued Operations
$
27,823

Impairment Charge
The impairment charge of $626 recorded during the year ended December 31, 2015 was due to marketing certain industrial properties for sale and our assessment of the likelihood and timing of a potential sale transaction. The fair market values were determined using third party offers. Valuations based on third party offers include bona fide contract prices and letter of intent amounts that we believe are indicative of fair value and fall into Level 3 of the fair value hierarchy.

72



4. Indebtedness
The following table discloses certain information regarding our indebtedness: 
 
Outstanding Balance at
 
Interest
Rate at
December 31,
2016
 
Effective
Interest
Rate at
Issuance
 
Maturity
Date
 
December 31,
2016
 
December 31,
2015
 
Mortgage Loans Payable, Gross
$
498,435

 
$
564,891

 
4.03% – 8.26%
 
3.82% – 8.26%
 
June 2018 –
September 2022
Unamortized Deferred Financing Costs
(2,905
)
 
(3,714
)
 
 
 
 
 
 
Unamortized Premiums
426

 
64

 
 
 
 
 
 
Mortgage Loans Payable, Net
$
495,956

 
$
561,241

 
 
 
 
 
 
Senior Unsecured Notes, Gross
 
 
 
 
 
 
 
 
 
2016 Notes
$

 
$
159,679

 
N/A
 
N/A
 
1/15/2016
2017 Notes
54,981

 
54,981

 
7.50%
 
7.52%
 
12/1/2017
2027 Notes
6,070

 
6,070

 
7.15%
 
7.11%
 
5/15/2027
2028 Notes
31,901

 
31,901

 
7.60%
 
8.13%
 
7/15/2028
2032 Notes
10,600

 
10,600

 
7.75%
 
7.87%
 
4/15/2032
2017 II Notes
101,871

 
101,871

 
5.95%
 
6.37%
 
5/15/2017
Subtotal
$
205,423

 
$
365,102

 
 
 
 
 
 
Unamortized Deferred Financing Costs
(320
)
 
(499
)
 
 
 
 
 
 
Unamortized Discounts
(105
)
 
(146
)
 
 
 
 
 
 
Senior Unsecured Notes, Net
$
204,998

 
$
364,457

 
 
 
 
 
 
Unsecured Term Loans, Gross
 
 
 
 
 
 
 
 
 
2014 Unsecured Term Loan (A)
$
200,000

 
$
200,000

 
3.99%
 
N/A
 
1/29/2021
2015 Unsecured Term Loan (A)
260,000

 
260,000

 
3.39%
 
N/A
 
9/12/2022
Subtotal
$
460,000

 
$
460,000

 
 
 
 
 
 
Unamortized Deferred Financing Costs
(3,362
)
 
(4,030
)
 
 
 
 
 
 
Unsecured Term Loans, Net
$
456,638

 
$
455,970

 

 

 

Unsecured Credit Facility (B)
$
189,500

 
$
52,500

 
1.77%
 
N/A
 
3/11/2019
(A) The interest rate at December 31, 2016 reflects the interest rate protection agreements we entered into to effectively convert the variable rate to a fixed rate. See Note 12.
(B) The maturity date may be extended an additional year at our election, subject to certain restrictions. Amounts exclude unamortized deferred financing costs of $2,876 and $4,204 as of December 31, 2016 and 2015, respectively, which are included in prepaid expenses and other assets on the consolidated balance sheets.
Mortgage Loans Payable, Net
During the years ended December 31, 2016 and 2015, we paid off mortgage loans in the amount of $59,420 and $22,910, respectively. In connection with the mortgage loans paid off during the year ended December 31, 2016, we recognized $79 as loss from retirement of debt, which is included in general and administrative expense.
During the year ended December 31, 2016, we assumed a mortgage loan in the amount of $4,513 in conjunction with the acquisition of one industrial property, totaling approximately 0.1 million square feet of GLA. The mortgage loan bears interest at a fixed rate of 7.35%, principal payments are amortized over 25 years and the loan matures in September 2019. In conjunction with the assumption of the mortgage loan, we recorded a premium in the amount of $529, which will be amortized as an adjustment to interest expense through maturity.
As of December 31, 2016, mortgage loans payable are collateralized, and in some instances cross-collateralized, by industrial properties with a net carrying value of $659,987. We believe the Operating Partnership and the Company were in compliance with all covenants relating to mortgage loans as of December 31, 2016.


73



Senior Unsecured Notes, Net
During the year ended December 31, 2016, we paid off and retired our 2016 Notes (as described in the table above), at maturity, in the amount of $159,679.
Unsecured Term Loans, Net
On January 29, 2014, we entered into a seven-year, $200,000 unsecured loan (the "2014 Unsecured Term Loan") with a syndicate of financial institutions. At December 31, 2016, the 2014 Unsecured Term Loan requires interest only payments and bears interest at a variable rate based on LIBOR plus 170 basis points.
On September 11, 2015, we entered into a seven-year, $260,000 unsecured loan (the "2015 Unsecured Term Loan"; together with the 2014 Unsecured Term Loan, the "Unsecured Term Loans") with a syndicate of financial institutions. At December 31, 2016, the 2015 Unsecured Term Loan requires interest only payments and bears interest at a variable rate based on LIBOR plus 160 basis points. The interest rates on the Unsecured Term Loans vary based on the Company's leverage ratio or, at our election, the Company's credit ratings.
Unsecured Credit Facility
On March 10, 2015, we amended and restated our $625,000 unsecured revolving credit agreement (the "Old Credit Facility") with a new $625,000 unsecured revolving credit agreement (as amended and restated, the "Unsecured Credit Facility"). We may request that the borrowing capacity under the Unsecured Credit Facility be increased to $900,000, subject to certain restrictions. The Unsecured Credit Facility matures on March 11, 2019 with an option to extend an additional one year at our election, subject to certain restrictions. At December 31, 2016, the Unsecured Credit Facility provides for interest only payments at LIBOR plus 115 basis points. The interest rate on the Unsecured Credit Facility varies based on the Company's leverage ratio or, at our election, the Company's credit ratings.
Indebtedness
The following is a schedule of the stated maturities and scheduled principal payments of our indebtedness, exclusive of premiums, discounts and deferred financing costs, for the next five years as of December 31, and thereafter: 
 
Amount
2017
$
168,914

2018
166,893

2019
270,061

2020
90,857

2021
266,818

Thereafter
389,815

Total
$
1,353,358

The Unsecured Credit Facility, the Unsecured Term Loans and the indentures governing our senior unsecured notes contain certain financial covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility and the Unsecured Term Loans, an event of default can occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred which could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreements. We believe that the Operating Partnership and the Company were in compliance with all covenants relating to the Unsecured Credit Facility, the Unsecured Term Loans and indentures governing our senior unsecured notes as of December 31, 2016. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our lenders and noteholders in a manner that could impose and cause us to incur material costs.

74



Fair Value
At December 31, 2016 and 2015, the fair value of our indebtedness was as follows: 
 
December 31, 2016
 
December 31, 2015
 
Carrying
Amount (A)
 
Fair
Value
 
Carrying
Amount (A)
 
Fair
Value
Mortgage Loans Payable, Net
$
498,861

 
$
513,540

 
$
564,955

 
$
595,964

Senior Unsecured Notes, Net
205,318

 
222,469

 
364,956

 
386,253

Unsecured Term Loans
460,000

 
458,602

 
460,000

 
460,970

Unsecured Credit Facility
189,500

 
189,500

 
52,500

 
52,500

Total
$
1,353,679

 
$
1,384,111

 
$
1,442,411

 
$
1,495,687

(A) The carrying amounts include unamortized premiums and discounts and exclude unamortized deferred financing costs.
The fair values of our mortgage loans payable were determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar remaining maturities. The current market rates we utilized were internally estimated. The fair value of the senior unsecured notes were determined by using rates, as advised by our bankers, that are based upon recent trades within the same series of the senior unsecured notes, recent trades for senior unsecured notes with comparable maturities, recent trades for fixed rate unsecured notes from companies with profiles similar to ours, as well as overall economic conditions. The fair value of the Unsecured Credit Facility and the Unsecured Term Loans was determined by discounting the future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining term, assuming no repayment until maturity. We have concluded that our determination of fair value for each of our mortgage loans payable, senior unsecured notes, the Unsecured Term Loans and the Unsecured Credit Facility was primarily based upon Level 3 inputs.
5. Variable Interest Entities
The Other Real Estate Partnerships are VIEs of the Operating Partnership and the Operating Partnership is the primary beneficiary, thus causing the Other Real Estate Partnerships to be consolidated by the Operating Partnership. In addition, the Operating Partnership is a VIE of the Company and the Company is the primary beneficiary.
The following table summarizes the assets and liabilities of the Other Real Estate Partnerships included in our consolidated balance sheets:
 
December 31, 2016
 
December 31, 2015
ASSETS
 
 
 
Assets:
 
 
 
Net Investment in Real Estate
$
278,398

 
$
306,866

Other Assets, Net
24,719

 
20,104

Total Assets
$
303,117

 
$
326,970

LIABILITIES AND PARTNERS’ CAPITAL
 
 
 
Liabilities:
 
 
 
Mortgage Loans Payable, Net
$
70,366

 
$
77,071

Other Liabilities, Net
25,392

 
43,103

Partners’ Capital
207,359

 
206,796

Total Liabilities and Partners’ Capital
$
303,117

 
$
326,970


75



6. Stockholders’ Equity of the Company and Partners' Capital of the Operating Partnership
Operating Partnership Units
The Operating Partnership has issued General Partner Units, Limited Partner Units and preferred general partnership Units. The General Partner Units resulted from capital contributions from the Company. The Limited Partner Units are issued in conjunction with the acquisition of certain properties. Subject to certain lock-up periods, holders of Limited Partner Units can redeem their Units by providing written notification to the General Partner. Unless the General Partner provides notice of a redemption restriction to the holder, redemption must be made within seven business days after receipt of the holder’s notice. The redemption can be effectuated, as determined by the General Partner, either by exchanging the Limited Partner Units for shares of common stock of the Company on a one-for-one basis, subject to adjustment, or by paying cash equal to the fair market value of such shares. Prior requests for redemption have generally been fulfilled with shares of common stock of the Company, and the Operating Partnership intends to continue this practice. If each Limited Partner Unit of the Operating Partnership were redeemed as of December 31, 2016, the Operating Partnership could satisfy its redemption obligations by making an aggregate cash payment of approximately $113,304 or by issuing 4,039,375 shares of the Company’s common stock. The preferred general partnership Units result from preferred capital contributions from the Company. The Operating Partnership is required to make all required distributions on the preferred general partnership Units prior to any distribution of cash or assets to the holders of the Units. The consent of the holder of the Limited Partner Units is required to alter such holder’s rights as to allocations and distributions, to alter or modify such holder’s rights with respect to redemption, to cause the early termination of the Operating Partnership or to amend the provisions of the partnership agreement which requires such consent.
Preferred Stock or General Partner Preferred Units
On May 27, 2004, the Company issued 50,000 Depositary Shares, each representing 1/100th of a share of the Company's 6.236%, Series F Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (the "Series F Preferred Stock"), at an initial offering price of $1,000.00 per Depositary Share. The net proceeds from the issuance of the Series F Preferred Stock were contributed to the Operating Partnership in exchange for 6.236% Series F Cumulative Preferred Units (the "Series F Preferred Units") and are reflected in the Operating Partnerships' financial statements as a general partner preferred unit contribution. The Series F Preferred Stock was redeemable for cash at the Company's option, in whole or in part, at a redemption price of $1,000.00 per Depositary Share, or $50,000 in the aggregate, plus dividends accrued and unpaid to the redemption date. On March 6, 2014, the Company fully redeemed the Series F Preferred Stock, at a redemption price of $1,000.00 per Depositary Share, and paid a pro-rated first quarter dividend of $11.3299 per Depositary Share, totaling $566. An equivalent number of Series F Preferred Units were redeemed on March 6, 2014 as well. The initial offering costs associated with the issuance of the Series F Preferred Stock or Series F Preferred Units, as well as costs associated with the redemption, totaled $949 and are reflected as a deduction from net income in determining earnings per share or earnings per Unit for the year ended December 31, 2014.
On May 27, 2004, the Company issued 25,000 Depositary Shares, each representing 1/100th of a share of the Company's 7.236%, Series G Flexible Cumulative Redeemable Preferred Stock, $0.01 par value (the "Series G Preferred Stock"), at an initial offering price of $1,000.00 per Depositary Share. The net proceeds from the issuance of the Series G Preferred Stock were contributed to the Operating Partnership in exchange for 7.236% Series G Cumulative Preferred Units (the "Series G Preferred Units") and are reflected in the Operating Partnerships' financial statements as a general partner preferred unit contribution. The Series G Preferred Stock was redeemable for cash at the Company's option, in whole or in part, at a redemption price of $1,000.00 per Depositary Share, or $25,000 in the aggregate, plus dividends accrued and unpaid to the redemption date. On March 31, 2014, the Company fully redeemed the Series G Preferred Stock, at a redemption price of $1,000.00 per Depositary Share, and paid a semi-annual dividend of $36.18 per Depositary Share, totaling $905. An equivalent number of Series G Preferred Units were redeemed on March 31, 2014 as well. The initial offering costs associated with the issuance of the Series G Preferred Stock or Series G Preferred Units, as well as costs associated with the redemption, totaled $513 and are reflected as a deduction from net income in determining earnings per share or earnings per Unit for the year ended December 31, 2014.
The Company has 10,000,000 shares of preferred stock authorized. As of December 31, 2016 and 2015, there were no preferred shares or general partner preferred Units outstanding.

76



Shares of Common Stock or Unit Contributions
For the years ended December 31, 2016, 2015 and 2014, 266,332, 68,930 and 222,676 Limited Partner Units, respectively, were converted into an equivalent number of shares of common stock of the Company, resulting in a reclassification of $2,862, $673 and $2,155, respectively, of noncontrolling interest to the Company’s stockholders’ equity.
During the year ended December 31, 2016, the Company issued 5,600,000 shares of the Company’s common stock in an underwritten public offering. Proceeds to the Company, net of the underwriter's discount, were $124,936. The proceeds were contributed to the Operating Partnership in exchange for General Partner Units and are reflected in the Operating Partnership's financial statements as a general partner contribution.
On March 13, 2014, we entered into distribution agreements with sales agents to sell up to 13,300,000 shares of the Company's common stock, for up to $200,000 aggregate gross sales proceeds, from time to time in "at-the-market" offerings (the "2014 ATM"). During the years ended December 31, 2016, 2015 and 2014, the Company did not issue any shares of common stock under the 2014 ATM. Under the terms of the 2014 ATM, sales are to be made primarily in transactions that are deemed to be "at-the-market" offerings, including sales made directly on the New York Stock Exchange or sales made through a market maker other than on an exchange or by privately negotiated transactions.
The following table is a roll-forward of the Company's shares of common stock outstanding and the Operating Partnership's Units outstanding, including unvested restricted stock or restricted Unit awards (see Note 11), for the three years ended December 31, 2016: 
 
Shares of
Common Stock
Outstanding
 
General Partner and Limited Partner Units Outstanding
Balance at December 31, 2013
109,980,850

 
114,578,163

Vesting of LTIP Unit Awards (As Defined in Note 11)
219,695

 
219,695

Issuance of Restricted Stock/Restricted Unit Awards
319,055

 
319,055

Repurchase and Retirement of Restricted Stock/Restricted Unit Awards
(141,410
)
 
(141,410
)
Conversion of Limited Partner Units
222,676

 

Balance at December 31, 2014
110,600,866

 
114,975,503

Vesting of LTIP Unit Awards (As Defined in Note 11)
224,990

 
224,990

Issuance of Restricted Stock/Restricted Unit Awards
234,360

 
234,360

Repurchase and Retirement of Restricted Stock/Restricted Unit Awards
(101,921
)
 
(101,921
)
Conversion of Limited Partner Units
68,930

 

Balance at December 31, 2015
111,027,225

 
115,332,932

Issuance of Common Stock/Contribution of General Partner Units
5,600,000

 
5,600,000

Issuance of Restricted Stock/Restricted Unit Awards
322,833

 
322,833

Repurchase and Retirement of Restricted Stock/Restricted Unit Awards
(108,644
)
 
(108,644
)
Conversion of Limited Partner Units
266,332

 

Balance at December 31, 2016
117,107,746

 
121,147,121


77



Dividends/Distributions
The following table summarizes dividends/distributions accrued during the past three years: 
 
2016 Total
Dividend/
Distribution
 
2015 Total
Dividend/
Distribution
 
2014 Total
Dividend/
Distribution
Common Stock/Operating Partnership Units
$
91,318

 
$
59,014

 
$
47,263

Series F Preferred Stock/Units (A) (B)
N/A

 
N/A

 
$
566

Series G Preferred Stock/Units (A)
N/A

 
N/A

 
$
453

_______________
(A)
See the "Preferred Stock or General Partner Preferred Units" section for the redemptions and discussion of pro-rated dividends/distributions for all series of preferred stock or general partner preferred Units occurring during the year ended December 31, 2014.
(B)
The coupon rate of our Series F Preferred Stock or Series F Preferred Units was variable. For the period January 1, 2014 through March 6, 2014 (the redemption date), the coupon rate was 6.275%.
7. Accumulated Other Comprehensive Loss
The following table summarizes the changes in accumulated other comprehensive loss by component for the Company for the years ended December 31, 2016 and 2015:
 
Interest Rate Protection Agreements
 
Foreign Currency Translation Adjustment
 
Comprehensive Loss Attributable to Noncontrolling Interest
 
Total
Balance as of December 31, 2014
$
(14,402
)
 
$
(15
)
 
$
550

 
$
(13,867
)
Other Comprehensive (Loss) Income Before Reclassifications
(14,684
)
 
15

 
(174
)
 
(14,843
)
Amounts Reclassified from Accumulated Other Comprehensive Loss
19,043

 

 

 
19,043

Net Current Period Other Comprehensive Income
4,359

 
15

 
(174
)
 
4,200

Balance as of December 31, 2015
$
(10,043
)
 
$

 
$
376

 
$
(9,667
)
Other Comprehensive Loss Before Reclassifications
(2,274
)
 

 
(215
)
 
(2,489
)
Amounts Reclassified from Accumulated Other Comprehensive Loss
7,513

 

 

 
7,513

Net Current Period Other Comprehensive Income
5,239

 

 
(215
)
 
5,024

Balance as of December 31, 2016
$
(4,804
)
 
$

 
$
161

 
$
(4,643
)
The following table summarizes the changes in accumulated other comprehensive loss by component for the Operating Partnership for the years ended December 31, 2016 and 2015:
 
Interest Rate Protection Agreements
 
Foreign Currency Translation Adjustment
 
Total
Balance as of December 31, 2014
$
(14,402
)
 
$
26

 
$
(14,376
)
Other Comprehensive Loss Before Reclassifications
(14,684
)
 
(26
)
 
(14,710
)
Amounts Reclassified from Accumulated Other Comprehensive Loss
19,043

 

 
19,043

Net Current Period Other Comprehensive Income (Loss)
4,359

 
(26
)
 
4,333

Balance as of December 31, 2015
$
(10,043
)
 
$

 
$
(10,043
)
Other Comprehensive Loss Before Reclassifications
(2,274
)
 

 
(2,274
)
Amounts Reclassified from Accumulated Other Comprehensive Loss
7,513

 

 
7,513

Net Current Period Other Comprehensive Income
5,239

 

 
5,239

Balance as of December 31, 2016
$
(4,804
)
 
$

 
$
(4,804
)

78



The following table summarizes the reclassifications out of accumulated other comprehensive loss for both the Company and the Operating Partnership for the years ended December 31, 2016, 2015 and 2014:
 
 
Amount Reclassified from Accumulated Other Comprehensive Loss
 
 
Details about Accumulated Other Comprehensive Loss Components
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
 
Affected Line Items in the Consolidated Statements of Operations
Interest Rate Protection Agreements:
 
 
 
 
 
 
 
 
Reclassification of Fair Value of Interest Rate Protection Agreement
 
$

 
$
12,990

 
$

 
Mark-to-Market and Settlement Loss on Interest Rate Protection Agreements
Amortization of Interest Rate Protection Agreements (Previously Settled)
 
390

 
524

 
1,358

 
Interest Expense
Settlement Payments to our Counterparties
 
7,123

 
5,529

 
3,991

 
Interest Expense
 
 
$
7,513

 
$
19,043

 
5,349

 
Total
The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in other comprehensive income (loss) and is subsequently reclassified to earnings through interest expense over the life of the derivative or over the life of the debt. In the next 12 months, we expect to amortize approximately $204 into net income by increasing interest expense for interest rate protection agreements we settled in previous periods. Additionally, recurring settlement amounts on the 2014 Swaps and 2015 Swaps (as defined in Note 12) will also be reclassified to net income. See Note 12 for more information about our derivatives.

79


8. Earnings Per Share and Earnings Per Unit (EPS/EPU)
The computation of basic and diluted EPS of the Company is presented below: 
 
Year Ended December 31, 2016
 
Year Ended
December 31,
2015
 
Year Ended
December 31,
2014
Numerator:
 
 
 
 
 
Income from Continuing Operations
$
125,684

 
$
76,705

 
$
23,182

Noncontrolling Interest Allocable to Continuing Operations
(4,452
)
 
(2,903
)
 
(813
)
Income from Continuing Operations Allocable to Participating Securities
(411
)
 
(248
)
 
(75
)
Income from Continuing Operations Attributable to First Industrial Realty Trust, Inc.
120,821

 
73,554

 
22,294

Preferred Dividends

 

 
(1,019
)
Redemption of Preferred Stock

 

 
(1,462
)
Income from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
120,821

 
$
73,554

 
$
19,813

Income from Discontinued Operations
$

 
$

 
$
27,823

Noncontrolling Interest Allocable to Discontinued Operations

 

 
(1,082
)
Income from Discontinued Operations Allocable to Participating Securities

 

 
(100
)
Income from Discontinued Operations Attributable to First Industrial Realty Trust, Inc.
$

 
$

 
$
26,641

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities
$
121,232

 
$
73,802

 
$
46,629

Net Income Allocable to Participating Securities
(411
)
 
(248
)
 
(175
)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
120,821

 
$
73,554

 
$
46,454

Denominator (In Thousands):
 
 
 
 
 
Weighted Average Shares - Basic
115,030

 
110,352

 
109,922

Effect of Dilutive Securities:
 
 
 
 
 
        LTIP Unit Awards (As Defined in Note 11)
340

 
429

 
403

Weighted Average Shares - Diluted
115,370

 
110,781

 
110,325

Basic EPS:
 
 
 
 
 
Income from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.67

 
$
0.18

Income from Discontinued Operations Attributable to First Industrial Realty Trust, Inc.’s Common Stockholders
$

 
$

 
$
0.24

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.67

 
$
0.42

Diluted EPS:

 

 

Income from Continuing Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.66

 
$
0.18

Income from Discontinued Operations Attributable to First Industrial Realty Trust, Inc.’s Common Stockholders
$

 
$

 
$
0.24

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
1.05

 
$
0.66

 
$
0.42


80


The computation of basic and diluted EPU of the Operating Partnership is presented below:
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
 
Year Ended December 31, 2014
Numerator:
 
 
 
 
 
Income from Continuing Operations
$
125,684

 
$
76,820

 
$
23,434

Noncontrolling Interest Allocable to Continuing Operations
(137
)
 
(138
)
 
(62
)
Income from Continuing Operations Allocable to Participating Securities
(410
)
 
(248
)
 
(75
)
Income from Continuing Operations Attributable to Unitholders
125,137

 
76,434

 
23,297

Preferred Unit Distributions

 

 
(1,019
)
Redemption of Preferred Units

 

 
(1,462
)
Income from Continuing Operations Available to Unitholders
$
125,137

 
$
76,434

 
$
20,816

Income from Discontinued Operations
$

 
$

 
$
27,823

Noncontrolling Interest Allocable to Discontinued Operations

 

 
(10
)
Income from Discontinued Operations Allocable to Participating Securities

 

 
(100
)
Income from Discontinued Operations Attributable to Unitholders
$

 
$

 
$
27,713

Net Income Available to Unitholders and Participating Securities
$
125,547

 
$
76,682

 
$
48,704

Net Income Allocable to Participating Securities
(410
)
 
(248
)
 
(175
)
Net Income Available to Unitholders
$
125,137

 
$
76,434

 
$
48,529

Denominator (In Thousands):
 
 
 
 
 
Weighted Average Units - Basic
119,274

 
114,709

 
114,388

Effect of Dilutive Securities that Result in the Issuance of General Partner Units:
 
 
 
 
 
LTIP Unit Awards (As Defined in Note 11)
340

 
429

 
403

Weighted Average Units - Diluted
119,614

 
115,138

 
114,791

Basic EPU:
 
 
 
 
 
Income from Continuing Operations Available to Unitholders
$
1.05

 
$
0.67

 
$
0.18

Income from Discontinued Operations Attributable to Unitholders
$

 
$

 
$
0.24

Net Income Available to Unitholders
$
1.05

 
$
0.67

 
$
0.42

Diluted EPU:
 
 
 
 
 
Income from Continuing Operations Available to Unitholders
$
1.05

 
$
0.66

 
$
0.18

Income from Discontinued Operations Attributable to Unitholders
$

 
$

 
$
0.24

Net Income Available to Unitholders
$
1.05

 
$
0.66

 
$
0.42

Participating securities include 406,855, 387,947 and 463,774 of unvested restricted stock or restricted Unit awards outstanding at December 31, 2016, 2015 and 2014, respectively, which participate in non-forfeitable distributions. Under the two class method, participating security holders are allocated income, in proportion to total weighted average shares or Units outstanding, based upon the greater of net income (after reduction for preferred dividends or general partner preferred Unit distributions and redemption of preferred stock or general partner preferred Units) or common stock dividends or Unit distributions declared.

81



9. Income Taxes
The components of the income tax provision for the years ended December 31, 2016, 2015 and 2014 are comprised of the following: 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Current:
 
 
 
 
 
Federal
$
(656
)
 
$
68

 
$
(51
)
State
(251
)
 
(297
)
 
(196
)
Deferred:
 
 
 
 
 
State
(182
)
 
112

 
9

 
$
(1,089
)
 
$
(117
)
 
$
(238
)
Deferred income taxes represent the tax effect of the temporary differences between the book and tax basis of assets and liabilities. Deferred income tax assets and liabilities include the following as of December 31, 2016 and 2015: 
 
Year Ended December 31,
 
2016
 
2015
Impairment of Real Estate
$
2,051

 
$
2,484

Other - Temporary Differences
433

 
1,021

Valuation Allowance
(2,181
)
 
(3,437
)
Total Deferred Income Tax Assets, Net of Allowance
$
303

 
$
68

Straight-line Rent
$
(51
)
 
$
(79
)
Basis Difference - Real Estate Properties
(260
)
 

Other - Temporary Differences
(186
)
 
(1
)
Total Deferred Income Tax Liabilities
$
(497
)
 
$
(80
)
Total Net Deferred Income Tax Liabilities
$
(194
)
 
$
(12
)
A valuation allowance is recorded if we believe it is more likely than not that all or some portion of our deferred income tax assets will not be realized. We do not have projections of future taxable income or other sources of taxable income in the TRSs significant enough to allow us to believe it is more likely than not that we will realize our deferred income tax assets. Therefore, we have recorded a valuation allowance against our deferred income tax assets. An increase or decrease in the valuation allowance that results from a change in circumstances, and which causes a change in our judgment about the realizability of the related deferred income tax assets, is included in the current income tax provision.
The income tax provision pertaining to income from continuing operations of the TRSs differs from the amounts computed by applying the applicable federal statutory rate as follows for the years ended December 31, 2016, 2015 and 2014: 
 
Year Ended December 31,
 
2016
 
2015
 
2014
Tax (Provision) Benefit at Federal Rate Related to Continuing Operations
$
(1,764
)
 
$
64

 
$
(532
)
State Tax Provision, Net of Federal Benefit
(462
)
 
(212
)
 
(214
)
Non-deductible Permanent Items, Net
7

 
10

 
1

Change in Valuation Allowance
1,256

 
787

 
1,133

Other
(126
)
 
(766
)
 
(626
)
Net Income Tax Provision
$
(1,089
)
 
$
(117
)
 
$
(238
)

82



We evaluate tax positions taken in the financial statements on a quarterly basis under the interpretation for accounting for uncertainty in income taxes. As a result of this evaluation, we may recognize a tax benefit from an uncertain tax position only if it is "more-likely-than-not" that the tax position will be sustained on examination by taxing authorities. As of December 31, 2016, we do not have any unrecognized tax benefits.
We file income tax returns in the U.S. and various states. The statute of limitations for income tax returns is generally three years. As such, our tax returns that are subject to examination would be primarily from 2013 and thereafter.
Federal Income Tax Treatment of Common Dividends
For income tax purposes, dividends paid to the Company's common shareholders are characterized as ordinary income, capital gains or as a return of a shareholder's invested capital. For the years ended December 31, 2016, 2015 and 2014, the dividends per common share were characterized as follows:
 
2016
 
As a
Percentage
of
Distributions
 
2015
 
As a
Percentage
of
Distributions
 
2014
 
As a
Percentage
of
Distributions
Ordinary Income
$
0.6935

 
82.53
%
 
$
0.2629

 
67.93
%
 
$
0.4412

 
100.00
%
Unrecaptured Section 1250 Gain
0.1130

 
13.45
%
 
0.1241

 
32.07
%
 

 
0.00
%
Capital Gain
0.0066

 
0.78
%
 

 
0.00
%
 

 
0.00
%
Nondividend Distribution - Return of Capital
0.0272

 
3.24
%
 

 
0.00
%
 

 
0.00
%
 
$
0.8403

 
100.00
%
 
$
0.3870

 
100.00
%
 
$
0.4412

 
100.00
%
The income tax characterization of dividends to common shareholders is based on the calculation of Taxable Earnings and Profits, as defined in the Code. Taxable Earnings and Profits differ from regular taxable income due primarily to differences in the estimated useful lives and methods used to compute depreciation and in the recognition of gains and losses on the sale of real estate assets.
10. Future Rental Revenues
Our properties are leased to tenants under net and semi-net operating leases. Future minimum rental receipts, excluding tenant reimbursements of expenses, under non-cancelable operating leases executed as of December 31, 2016 are approximately as follows: 
2017
$
287,007

2018
252,871

2019
209,176

2020
170,242

2021
128,050

Thereafter
382,769

Total
$
1,430,115


83



11. Benefit Plans
Stock Based Compensation
The Company maintains a stock incentive plan (the “Stock Incentive Plan”), which is administered by the Compensation Committee of the Board of Directors. Officers, certain employees and the Company's independent directors generally are eligible to participate in the Stock Incentive Plan. Awards made under the Stock Incentive Plan can be in the form of restricted stock awards, restricted stock unit awards, performance share awards, dividend equivalent rights, non-statutory stock options and stock appreciation rights. Special provisions apply to awards granted under the Stock Incentive Plan in the event of a change in control in the Company. As of December 31, 2016, awards covering 2.4 million shares of common stock were available to be granted under the Stock Incentive Plan.
Restricted Stock or Restricted Unit Awards
For the years ended December 31, 2016, 2015 and 2014, the Company awarded 308,373, 216,975 and 299,805 shares, respectively, of restricted stock awards to certain employees, which had a fair value of $6,047, $4,708 and $5,413 on the date such awards were approved by either the Compensation Committee of the Board of Directors or the Company's stockholders of the Stock Incentive Plan, as the case may be. These restricted stock awards were granted based upon the achievement of certain corporate performance goals and generally vest over a period of three years. Additionally, during the years ended December 31, 2016, 2015 and 2014, the Company awarded 14,460, 17,385 and 19,250 shares, respectively, of restricted stock to non-employee members of the Board of Directors, which each had a fair value of $350 on the date of approval. These restricted stock awards vest over a one-year period. The Operating Partnership issued restricted Unit awards to the Company in the same amount for both restricted stock awards.
Compensation expense is charged to earnings over the vesting periods for the restricted stock or restricted Unit awards expected to vest except if the recipient is not required to provide future service in exchange for vesting of such restricted stock or restricted Unit awards. If vesting of a recipient's restricted stock or restricted Unit awards is not contingent upon future service, the expense is recognized immediately at the date of grant. During the years ended December 31, 2016, 2015 and 2014, we recognized $1,710, $1,352 and $1,451, respectively, of compensation expense related to restricted stock or restricted Unit awards granted to our Chief Executive Officer and one other employee for which future service was not required.
LTIP Unit Awards
For the years ended December 31, 2016 and 2015, the Company granted to certain employees 254,524 and 264,432 Long-Term Incentive Program ("LTIP") performance units ("LTIP Unit Awards"), which had a fair value of $2,561 and $2,531 on the grant date. The LTIP Unit Awards vest based upon the relative total shareholder return ("TSR") of the Company's common stock compared to the TSRs of the MSCI US REIT Index and the NAREIT Industrial Index over a performance period of three years. Compensation expense is charged to earnings on a straight-line basis over the respective performance periods. At the end of the respective performance periods each participant will be issued shares of the Company's common stock equal to the maximum shares issuable to the participant for the performance period multiplied by a percentage, ranging from 0% to 100%, based on the Company's TSR as compared to the TSRs of the MSCI US REIT Index and the NAREIT Industrial Index. The participant is also entitled to dividend equivalents for shares issued pursuant to vested LTIP Unit Awards. The Operating Partnership issues General Partner Units to the Company in the same amounts for vested LTIP Unit Awards.
The fair values of the LTIP Unit Awards at issuance were determined by a lattice-binomial option-pricing model based on Monte Carlo simulations using the following assumptions:
 
Year Ended December 31, 2016
 
Year Ended December 31, 2015
Expected dividend yield
2.31
%
 
1.99
%
Expected volatility - range used
21.01% - 21.19%

 
20.43% - 21.99%

Expected volatility - weighted average
20.92
%
 
21.34
%
Risk-free interest rate
0.48% - 1.43%

 
0.10% - 1.16%


84



Outstanding Restricted Stock or Restricted Unit Awards and LTIP Unit Awards
For the years ended December 31, 2016, 2015 and 2014, we recognized $7,371, $7,177 and $7,605, respectively, in amortization related to restricted stock or restricted Unit awards and LTIP Unit Awards. Restricted stock or restricted Unit award and LTIP Unit Award amortization capitalized in connection with development activities was not significant. At December 31, 2016, we had $6,758 in unrecognized compensation related to unvested restricted stock or restricted Unit awards and LTIP Unit Awards. The weighted average period that the unrecognized compensation is expected to be recognized is 0.88 years.
Restricted stock or restricted Unit award and LTIP Unit Award transactions for the year ended December 31, 2016 are summarized as follows:
 
Awards
 
Weighted
Average
Grant Date
Fair Value
Outstanding at December 31, 2015
649,975

 
$
15.43

Issued
577,357

 
$
15.51

Forfeited
(16,172
)
 
$
16.11

Vested
(293,628
)
 
$
18.96

Outstanding at December 31, 2016
917,532

 
$
14.35

401(k)/Profit Sharing Plan
Under the Company's 401(k)/Profit Sharing Plan, all eligible employees may participate by making voluntary contributions and the Company may make, but is not required to make, matching contributions, which are funded by the Operating Partnership. For the years ended December 31, 2016, 2015 and 2014, total expense related to matching contributions was $509, $471 and $387, respectively.
12. Derivatives
Our objectives in using derivatives are to add stability to interest expense and to manage our cash flow volatility and exposure to interest rate movements. To accomplish this objective, we primarily use interest rate protection agreements as part of our interest rate risk management strategy. Interest rate protection agreements designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.
In connection with the originations of the Unsecured Term Loans (see Note 4), we entered into interest rate protection agreements to manage our exposure to changes in the one month LIBOR rate. The four interest rate protection agreements, which fix the variable rate of the 2014 Unsecured Term Loan, have an aggregate notional value of $200,000, mature on January 29, 2021 and fix the LIBOR rate at a weighted average rate of 2.29% (the "2014 Swaps"). The six interest rate protection agreements, which fix the variable rate of the 2015 Unsecured Term Loan, have an aggregate notional value of $260,000, mature on September 12, 2022 and fix the LIBOR rate at a weighted average rate of 1.79% (the "2015 Swaps"). We designated the 2014 Swaps and 2015 Swaps as cash flow hedges.
In order to maintain our flexibility to pursue an offering of unsecured debt, during August 2014, we entered into three interest rate protection agreements, with an aggregate notional value of $220,000, to manage our exposure to changes in the three month LIBOR rate (the "Settled Swaps"). At origination, we designated the Settled Swaps as cash flow hedges but, during the three months ended March 31, 2015, the Settled Swaps were de-designated and the fair market value loss of $12,990 was reclassified to earnings from other comprehensive income since we determined the forecasted offering of unsecured debt was no longer probable to occur within the time period stated in the respective designation memos. During the year ended December 31, 2015, we made a settlement payment of $11,546 to our derivative counterparties, which is recognized as mark-to-market and settlement loss on interest rate protection agreements.
Our agreements with our derivative counterparties contain provisions where if we default on any of our indebtedness, then we could also be declared in default on our derivative obligations subject to certain thresholds. As of December 31, 2016, we had not posted any collateral related to these agreements and were not in breach of any of the provisions of these agreements. If we had breached these agreements, we could have been required to settle our obligations under the agreements at their termination value.

85



The following table sets forth our financial assets and liabilities related to the 2014 Swaps and 2015 Swaps, which are included in prepaid expenses and other assets and accounts payable, accrued expenses and other liabilities on the consolidated balance sheets and are accounted for at fair value on a recurring basis as of December 31, 2016:
 
 
 
 
Fair Value Measurements at Reporting Date Using:
Description
 
Fair Value
 
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Unobservable
Inputs
(Level 3)
Derivatives designated as a hedging instrument:
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
2015 Swaps
 
$
1,288

 

 
$
1,288

 

Liabilities:
 
 
 
 
 
 
 
 
2014 Swaps
 
$
(4,883
)
 

 
$
(4,883
)
 

There was no ineffectiveness recorded on the 2014 Swaps and 2015 Swaps during the year ended December 31, 2016. See Note 7 for more information regarding our derivatives.
The estimated fair value of the 2014 Swaps and 2015 Swaps was determined using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments are incorporated in the fair value to account for potential non-performance risk, including our own non-performance risk and the respective counterparty’s non-performance risk. We determined that the significant inputs used to value the 2014 Swaps and 2015 Swaps fell within Level 2 of the fair value hierarchy.
13. Related Party Transactions
At December 31, 2016 and 2015, the Operating Partnership had receivable balances of $10,448 and $10,714, respectively, from a direct wholly-owned subsidiary of the Company.
14. Commitments and Contingencies
In the normal course of business, we are involved in legal actions arising from the ownership of our industrial properties. In our opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a materially adverse effect on our consolidated financial position, operations or liquidity.
Two properties have leases granting the tenants options to purchase the property. Such options are exercisable at various times at appraised fair market value or at a fixed purchase price. We have no notice of exercise of either tenant purchase option.
At December 31, 2016, we had outstanding letters of credit and performance bonds in the aggregate amount of $16,939.
In conjunction with the development of industrial properties, we have entered into agreements with general contractors for the construction of industrial properties. At December 31, 2016, we had nine industrial properties totaling approximately 2.4 million square feet of GLA under construction. The estimated total investment as of December 31, 2016 is approximately $167,200 (unaudited). Of this amount, approximately $100,100 (unaudited) remains to be funded. There can be no assurance that the actual completion cost will not exceed the estimated total investment.

86



Ground and Operating Lease Agreements
For the years ended December 31, 2016, 2015 and 2014, we recognized $1,380, $1,281 and $1,300, respectively, in operating and ground lease expense.
Future minimum rental payments under the terms of all non-cancelable ground and operating leases under which we are the lessee as of December 31, 2016 are as follows: 
2017
$
2,052

2018
1,349

2019
675

2020
579

2021
534

Thereafter
25,413

Total (A)
$
30,602

________________
(A)
Minimum rental payments have not been reduced by minimum sublease rentals of $2,335 due in the future under non-cancelable subleases.
15. Subsequent Events
From January 1, 2017 to February 23, 2017, we sold three industrial properties for approximately $5,500.
From January 1, 2017 to February 23, 2017, we paid off prior to maturity mortgage loans payable in the amount of $692. Additionally, we anticipate paying off on or about March 1, 2017, $35,416 of mortgage loans payable which were originally scheduled to mature on October 1, 2020.
On February 21, 2017, the Company and the Operating Partnership entered into a Note and Guaranty Agreement to sell up to $125,000 of 4.30% Series A Guaranteed Senior Notes due April 20, 2027 (the “2027 Private Placement Notes”) and up to $75,000 of 4.40% Series B Guaranteed Senior Notes due April 20, 2029 (the “2029 Private Placement Notes”) issued by the Operating Partnership in a private placement. The issuance and sale of the 2027 Private Placement Notes and the 2029 Private Placement Notes is anticipated to occur on or about April 20, 2017. Upon issuance, the 2027 Private Placement Notes and the 2029 Private Placement Notes will require semi-annual interest payments with principal due on April 20, 2027, with respect to the 2027 Private Placement Notes, and April 20, 2029, with respect to the 2029 Private Placement Notes. The 2027 Private Placement Notes and the 2029 Private Placement Notes will be unsecured obligations of the Operating Partnership and will be fully and unconditionally guaranteed by the Company.


87



16. Quarterly Financial Information (unaudited)
The following tables summarize the Company's unaudited quarterly financial information for each of the years ended December 31, 2016 and 2015.
 
Year Ended December 31, 2016
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Total Revenues
$
93,467

 
$
93,015

 
$
93,562

 
$
97,976

Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities
$
15,688

 
$
50,229

 
$
31,519

 
$
23,796

Net Income Allocable to Participating Securities
(63
)
 
(180
)
 
(110
)
 
(82
)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
15,625

 
$
50,049

 
$
31,409

 
$
23,714

Basic EPS:
 
 
 
 
 
 
 
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
0.14

 
$
0.43

 
$
0.27

 
$
0.20

Diluted EPS:
 
 
 
 
 
 
 
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
0.14

 
$
0.43

 
$
0.27

 
$
0.20

Weighted Average Shares Basic/Diluted (In Thousands):
 
 
 
 
 
 
 
Weighted Average Shares - Basic
110,793

 
116,191

 
116,467

 
116,636

Weighted Average Shares - Diluted
110,985

 
116,558

 
116,864

 
117,042

 
Year Ended December 31, 2015
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Total Revenues
$
89,966

 
$
90,489

 
$
92,159

 
$
93,209

Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities
$
2,373

 
$
14,012

 
$
13,917

 
$
43,500

Net Income Allocable to Participating Securities
(41
)
 
(50
)
 
(50
)
 
(153
)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
2,332

 
$
13,962

 
$
13,867

 
$
43,347

Basic EPS:

 

 

 

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
0.02

 
$
0.13

 
$
0.13

 
$
0.39

Diluted EPS:

 

 

 

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders
$
0.02

 
$
0.13

 
$
0.13

 
$
0.39

Weighted Average Shares Basic/Diluted (In Thousands):
 
 
 
 
 
 
 
Weighted Average Shares - Basic
110,310

 
110,348

 
110,356

 
110,392

Weighted Average Shares - Diluted
110,675

 
110,683

 
110,848

 
110,916


88



The following tables summarize the Operating Partnership's unaudited quarterly financial information for each of the years ended December 31, 2016 and 2015.
 
Year Ended December 31, 2016
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Total Revenues
$
93,467

 
$
93,015

 
$
93,562

 
$
97,976

Net Income Available to Unitholders and Participating Securities
$
16,281

 
$
52,048

 
$
32,630

 
$
24,588

Net Income Allocable to Participating Securities
(63
)
 
(180
)
 
(110
)
 
(83
)
Net Income Available to Unitholders
$
16,218

 
$
51,868

 
$
32,520

 
$
24,505

Basic EPU:
 
 
 
 
 
 
 
Net Income Available to Unitholders
$
0.14

 
$
0.43

 
$
0.27

 
$
0.20

Diluted EPU:
 
 
 
 
 
 
 
Net Income Available to Unitholders
$
0.14

 
$
0.43

 
$
0.27

 
$
0.20

Weighted Average Units Basic/Diluted (In Thousands):
 
 
 
 
 
 
 
Weighted Average Units - Basic
115,096

 
120,486

 
120,740

 
120,740

Weighted Average Units - Diluted
115,288

 
120,853

 
121,137

 
121,146


 
Year Ended December 31, 2015
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Total Revenues
$
89,966

 
$
90,489

 
$
92,159

 
$
93,209

Net Income Available to Unitholders and Participating Securities
$
2,457

 
$
14,644

 
$
14,438

 
$
45,143

Net Income Allocable to Participating Securities
(41
)
 
(50
)
 
(50
)
 
(153
)
Net Income Available to Unitholders
$
2,416

 
$
14,594

 
$
14,388

 
$
44,990

Basic EPU:

 

 

 

Net Income Available to Unitholders
$
0.02

 
$
0.13

 
$
0.13

 
$
0.39

Diluted EPU:

 

 

 

Net Income Available to Unitholders
$
0.02

 
$
0.13

 
$
0.12

 
$
0.39

Weighted Average Units Basic/Diluted (In Thousands):
 
 
 
 
 
 
 
Weighted Average Units - Basic
114,681

 
114,712

 
114,720

 
114,722

Weighted Average Units - Diluted
115,046

 
115,047

 
115,212

 
115,246



89



FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.
SCHEDULE III:
REAL ESTATE AND ACCUMULATED DEPRECIATION
As of December 31, 2016
 
 
 
 
 
 
(b)
Initial Cost
 
(c)
Costs
Capitalized
Subsequent to
Acquisition or
Completion
and Valuation
Provision
 
Gross Amount Carried
At Close of Period 12/31/16
 
 
 
Year
Acquired/
Constructed
 
Depreciable
Lives
(Years)
Building Address
 
Location
(City/State)
 
(a)
Encumbrances
 
Land
 
Buildings and
Improvements
 
 
Land
 
Buildings and
Improvements
 
Total
 
Accumulated
Depreciation
12/31/2016
 
 
 
 
 
(In thousands)
 
 
 
 
Atlanta
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1650 Highway 155
 
McDonough, GA
 

 
779

 
4,544

 
(897
)
 
356

 
4,070

 
4,426

 
2,362

 
1994
 
(i)
1665 Dogwood
 
Conyers, GA
 

 
635

 
3,662

 
676

 
635

 
4,338

 
4,973

 
2,255

 
1994
 
(i)
1715 Dogwood
 
Conyers, GA
 

 
288

 
1,675

 
833

 
228

 
2,568

 
2,796

 
1,154

 
1994
 
(i)
11235 Harland Drive
 
Covington, GA
 

 
125

 
739

 
218

 
125

 
957

 
1,082

 
510

 
1994
 
(i)
4051 Southmeadow Parkway
 
Atlanta, GA
 

 
726

 
4,130

 
1,590

 
726

 
5,720

 
6,446

 
2,691

 
1994
 
(i)
4071 Southmeadow Parkway
 
Atlanta, GA
 

 
750

 
4,460

 
1,766

 
828

 
6,148

 
6,976

 
3,132

 
1994
 
(i)
4081 Southmeadow Parkway
 
Atlanta, GA
 

 
1,012

 
5,918

 
2,059

 
1,157

 
7,832

 
8,989

 
3,836

 
1994
 
(i)
5570 Tulane Drive
(d)
Atlanta, GA
 
2,235

 
527

 
2,984

 
1,340

 
546

 
4,305

 
4,851

 
1,996

 
1996
 
(i)
955 Cobb Place
 
Kennesaw, GA
 
2,822

 
780

 
4,420

 
924

 
804

 
5,320

 
6,124

 
2,439

 
1997
 
(i)
1005 Sigman Road
 
Conyers, GA
 
1,896

 
566

 
3,134

 
413

 
574

 
3,539

 
4,113

 
1,476

 
1999
 
(i)
2050 East Park Drive
 
Conyers, GA
 

 
452

 
2,504

 
861

 
459

 
3,358

 
3,817

 
1,217

 
1999
 
(i)
3060 South Park Blvd
 
Ellenwood, GA
 

 
1,600

 
12,464

 
3,037

 
1,604

 
15,497

 
17,101

 
4,966

 
2003
 
(i)
175 Greenwood Industrial Parkway
 
McDonough, GA
 
4,231

 
1,550

 

 
7,632

 
1,550

 
7,632

 
9,182

 
2,383

 
2004
 
(i)
46 Kent Drive
 
Cartersville GA
 

 
794

 
2,252

 
125

 
798

 
2,373

 
3,171

 
942

 
2005
 
(i)
5095 Phillip Lee Drive
 
Atlanta, GA
 
3,729

 
735

 
3,627

 
493

 
740

 
4,115

 
4,855

 
2,907

 
2005
 
(i)
6514 Warren Drive
 
Norcross, GA
 

 
510

 
1,250

 
118

 
513

 
1,365

 
1,878

 
502

 
2005
 
(i)
6544 Warren Drive
 
Norcross, GA
 

 
711

 
2,310

 
329

 
715

 
2,635

 
3,350

 
1,059

 
2005
 
(i)
5356 E. Ponce De Leon
 
Stone Mountain, GA
 

 
604

 
3,888

 
135

 
610

 
4,017

 
4,627

 
2,307

 
2005
 
(i)
5390 E. Ponce De Leon
 
Stone Mountain, GA
 

 
397

 
1,791

 
147

 
402

 
1,933

 
2,335

 
866

 
2005
 
(i)
195 & 197 Collins Boulevard
 
Athens, GA
 

 
1,410

 
5,344

 
539

 
989

 
6,304

 
7,293

 
3,945

 
2005
 
(i)
1755 Enterprise Drive
 
Buford, GA
 
1,210

 
712

 
2,118

 
(204
)
 
716

 
1,910

 
2,626

 
743

 
2006
 
(i)
4555 Atwater Court
 
Buford, GA
 
2,098

 
881

 
3,550

 
121

 
885

 
3,667

 
4,552

 
1,269

 
2006
 
(i)
80 Liberty Industrial Parkway
 
McDonough, GA
 

 
756

 
3,695

 
(1,336
)
 
467

 
2,648

 
3,115

 
1,059

 
2007
 
(i)
596 Bonnie Valentine
 
Pendergrass, GA
 

 
2,580

 
21,730

 
2,370

 
2,594

 
24,086

 
26,680

 
6,250

 
2007
 
(i)
11415 Old Roswell Road
 
Alpharetta, GA
 
3,308

 
2,403

 
1,912

 
1,019

 
2,428

 
2,906

 
5,334

 
892

 
2008
 
(i)
1281 Highway 155 S.
 
McDonough, GA
 

 
2,501

 

 
16,422

 
2,501

 
16,422

 
18,923

 

 
2016
 
(i)
Baltimore
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9700 Martin Luther King Hwy
 
Lanham, MD
 

 
700

 
1,920

 
563

 
700

 
2,483

 
3,183

 
976

 
2003
 
(i)
9730 Martin Luther King Hwy
 
Lanham, MD
 

 
500

 
955

 
494

 
500

 
1,449

 
1,949

 
619

 
2003
 
(i)
4621 Boston Way
 
Lanham, MD
 

 
1,100

 
3,070

 
860

 
1,100

 
3,930

 
5,030

 
1,652

 
2003
 
(i)
4720 Boston Way
 
Lanham, MD
 

 
1,200

 
2,174

 
830

 
1,200

 
3,004

 
4,204

 
1,308

 
2003
 
(i)
22520 Randolph Drive
 
Dulles, VA
 

 
3,200

 
8,187

 
(172
)
 
3,208

 
8,007

 
11,215

 
2,035

 
2004
 
(i)

S-1



22630 Dulles Summit Court
 
Dulles, VA
 

 
2,200

 
9,346

 
(903
)
 
2,206

 
8,437

 
10,643

 
2,339

 
2004
 
(i)
4370-4383 Lottsford Vista Road
 
Lanham, MD
 

 
279

 
1,358

 
89

 
296

 
1,430

 
1,726

 
443

 
2005
 
(i)
4400 Lottsford Vista Road
 
Lanham, MD
 

 
351

 
1,955

 
241

 
372

 
2,175

 
2,547

 
788

 
2005
 
(i)
4420 Lottsford Vista Road
 
Lanham, MD
 

 
539

 
2,196

 
271

 
568

 
2,438

 
3,006

 
735

 
2005
 
(i)
11204 McCormick Road
 
Hunt Valley, MD
 

 
1,017

 
3,132

 
170

 
1,038

 
3,281

 
4,319

 
1,483

 
2005
 
(i)
11110 Pepper Road
 
Hunt Valley, MD
 

 
918

 
2,529

 
316

 
938

 
2,825

 
3,763

 
1,250

 
2005
 
(i)
11100-11120 Gilroy Road
 
Hunt Valley, MD
 

 
901

 
1,455

 
51

 
919

 
1,488

 
2,407

 
629

 
2005
 
(i)
10709 Gilroy Road
 
Hunt Valley, MD
 
1,975

 
913

 
2,705

 
(103
)
 
913

 
2,602

 
3,515

 
1,452

 
2005
 
(i)
10707 Gilroy Road
 
Hunt Valley, MD
 

 
1,111

 
3,819

 
564

 
1,136

 
4,358

 
5,494

 
1,941

 
2005
 
(i)
38 Loveton Circle
 
Sparks, MD
 

 
1,648

 
2,151

 
(192
)
 
1,690

 
1,917

 
3,607

 
884

 
2005
 
(i)
1225 Bengies Road
 
Baltimore, MD
 

 
2,640

 
270

 
14,057

 
2,823

 
14,144

 
16,967

 
4,381

 
2008
 
(i)
400 Old Post Road
 
Aberdeen, MD
 

 
3,411

 
17,144

 
162

 
3,411

 
17,306

 
20,717

 
865

 
2015
 
(i)
500 Old Post Road
 
Aberdeen, MD
 

 
5,959

 
30,533

 
146

 
5,959

 
30,679

 
36,638

 
1,500

 
2015
 
(i)
Central/Eastern Pennsylvania
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1214-B Freedom Road
 
Cranberry Township, PA
 
1,036

 
31

 
994

 
613

 
200

 
1,438

 
1,638

 
1,288

 
1994
 
(i)
401 Russell Drive
 
Middletown, PA
 

 
262

 
857

 
1,705

 
287

 
2,537

 
2,824

 
2,080

 
1994
 
(i)
2700 Commerce Drive
 
Middletown, PA
 

 
196

 
997

 
935

 
206

 
1,922

 
2,128

 
1,592

 
1994
 
(i)
2701 Commerce Drive
 
Middletown, PA
 
1,518

 
141

 
859

 
1,399

 
164

 
2,235

 
2,399

 
1,545

 
1994
 
(i)
2780 Commerce Drive
 
Middletown, PA
 
1,269

 
113

 
743

 
1,150

 
209

 
1,797

 
2,006

 
1,472

 
1994
 
(i)
350 Old Silver Spring Road
 
Mechanicsburg, PA
 

 
510

 
2,890

 
6,447

 
541

 
9,306

 
9,847

 
4,114

 
1997
 
(i)
230-240 Welsh Pool Road
 
Exton, PA
 

 
154

 
851

 
355

 
170

 
1,190

 
1,360

 
499

 
1998
 
(i)
254 Welsh Pool Road
 
Exton, PA
 

 
75

 
418

 
206

 
91

 
608

 
699

 
285

 
1998
 
(i)
151-161 Philips Road
 
Exton, PA
 

 
191

 
1,059

 
388

 
229

 
1,409

 
1,638

 
642

 
1998
 
(i)
216 Philips Road
 
Exton, PA
 

 
199

 
1,100

 
327

 
220

 
1,406

 
1,626

 
624

 
1998
 
(i)
16522 Hunters Green Parkway
 
Hagerstown, MD
 
12,201

 
1,390

 
13,104

 
4,790

 
1,863

 
17,421

 
19,284

 
5,036

 
2003
 
(i)
18212 Shawley Drive
 
Hagerstown, MD
 
5,157

 
1,000

 
5,847

 
1,304

 
1,016

 
7,135

 
8,151

 
2,107

 
2004
 
(i)
37 Valley View Drive
 
Jessup, PA
 
2,297

 
542

 

 
3,088

 
532

 
3,098

 
3,630

 
916

 
2004
 
(i)
14 McFadden Road
 
Palmer, PA
 

 
600

 
1,349

 
(274
)
 
625

 
1,050

 
1,675

 
333

 
2004
 
(i)
301 Railroad Avenue
 
Shiremanstown, PA
 

 
1,181

 
4,447

 
3,179

 
1,328

 
7,479

 
8,807

 
3,870

 
2005
 
(i)
431 Railroad Avenue
 
Shiremanstown, PA
 
6,466

 
1,293

 
7,164

 
1,968

 
1,341

 
9,084

 
10,425

 
4,398

 
2005
 
(i)
6951 Allentown Blvd
 
Harrisburg, PA
 

 
585

 
3,176

 
349

 
601

 
3,509

 
4,110

 
1,526

 
2005
 
(i)
320 Reliance Road
 
Washington, PA
 

 
201

 
1,819

 
(348
)
 
178

 
1,494

 
1,672

 
808

 
2005
 
(i)
2801 Red Lion Road
 
Philadelphia, PA
 

 
950

 
5,916

 
7

 
964

 
5,909

 
6,873

 
2,688

 
2005
 
(i)
3240 South 78th Street
 
Philadelphia, PA
 

 
515

 
1,245

 
(514
)
 
423

 
823

 
1,246

 
274

 
2005
 
(i)
1351 Eisenhower Blvd., Bldg. 1
 
Harrisburg, PA
 

 
382

 
2,343

 
(55
)
 
387

 
2,283

 
2,670

 
912

 
2006
 
(i)
1351 Eisenhower Blvd., Bldg. 2
 
Harrisburg, PA
 

 
436

 
1,587

 
75

 
443

 
1,655

 
2,098

 
753

 
2006
 
(i)
200 Cascade Drive, Bldg. 1
 
Allentown, PA
 
13,125

 
2,133

 
17,562

 
692

 
2,769

 
17,618

 
20,387

 
6,579

 
2007
 
(i)
200 Cascade Drive, Bldg. 2
 
Allentown, PA
 
1,684

 
310

 
2,268

 
84

 
316

 
2,346

 
2,662

 
779

 
2007
 
(i)
1490 Dennison Circle
 
Carlisle, PA
 

 
1,500

 

 
13,881

 
2,341

 
13,040

 
15,381

 
3,611

 
2008
 
(i)
298 First Avenue
 
Covington Twp, PA
 

 
7,022

 

 
57,325

 
7,019

 
57,328

 
64,347

 
12,062

 
2008
 
(i)
225 Cross Farm Lane
 
York, PA
 
17,641

 
4,718

 

 
23,163

 
4,715

 
23,166

 
27,881

 
5,362

 
2008
 
(i)
6300 Bristol Pike
 
Levittown, PA
 

 
1,074

 
2,642

 
(194
)
 
964

 
2,558

 
3,522

 
2,056

 
2008
 
(i)
2455 Boulevard of Generals
 
Norristown, PA
 
2,923

 
1,200

 
4,800

 
344

 
1,226

 
5,118

 
6,344

 
1,804

 
2008
 
(i)

S-2



105 Steamboat Blvd
 
Manchester, PA
 

 
4,085

 
14,464

 
1

 
4,070

 
14,480

 
18,550

 
2,867

 
2012
 
(i)
20 Leo Lane
 
York County, PA
 

 
6,884

 

 
27,336

 
6,889

 
27,331

 
34,220

 
2,040

 
2013
 
(i)
3895 Eastgate Blvd, Bldg. A
 
Easton, PA
 

 
4,855

 

 
17,672

 
4,388

 
18,139

 
22,527

 
558

 
2015
 
(i)
3895 Eastgate Blvd, Bldg. B
 
Easton, PA
 

 
3,459

 

 
13,716

 
3,128

 
14,047

 
17,175

 
446

 
2015
 
(i)
Chicago
 
 
 
 
 
 
 
 
 


 
 
 
 
 
 
 
 
 
 
 
 
720-730 Landwehr Drive
 
Northbrook, IL
 

 
521

 
2,982

 
826

 
521

 
3,808

 
4,329

 
1,978

 
1994
 
(i)
1385 101st Street
 
Lemont, IL
 
3,746

 
967

 
5,554

 
1,612

 
968

 
7,165

 
8,133

 
3,661

 
1994
 
(i)
585 Slawin Court
 
Mount Prospect, IL
 

 
611

 
3,505

 
(50
)
 
525

 
3,541

 
4,066

 
1,812

 
1994
 
(i)
2300 Windsor Court
 
Addison, IL
 
3,493

 
688

 
3,943

 
889

 
696

 
4,824

 
5,520

 
2,705

 
1994
 
(i)
305-311 Era Drive
 
Northbrook, IL
 

 
200

 
1,154

 
1,352

 
205

 
2,501

 
2,706

 
1,047

 
1994
 
(i)
800 Business Drive
 
Mount Prospect, IL
 

 
631

 
3,493

 
328

 
666

 
3,786

 
4,452

 
1,524

 
2000
 
(i)
580 Slawin Court
 
Mount Prospect, IL
 
750

 
233

 
1,292

 
(37
)
 
162

 
1,326

 
1,488

 
643

 
2000
 
(i)
1005 101st Street
 
Lemont, IL
 
5,587

 
1,200

 
6,643

 
2,102

 
1,220

 
8,725

 
9,945

 
3,263

 
2001
 
(i)
175 Wall Street
 
Glendale Heights, IL
 
1,385

 
427

 
2,363

 
215

 
433

 
2,572

 
3,005

 
903

 
2002
 
(i)
251 Airport Road
 
North Aurora, IL
 
3,962

 
983

 

 
6,927

 
983

 
6,927

 
7,910

 
2,661

 
2002
 
(i)
1661 Feehanville Drive
 
Mount Prospect, IL
 

 
985

 
5,455

 
3,627

 
1,044

 
9,023

 
10,067

 
3,820

 
2004
 
(i)
400 Crossroads Pkwy
 
Bolingbrook, IL
 
5,397

 
1,178

 
9,453

 
1,081

 
1,181

 
10,531

 
11,712

 
3,777

 
2005
 
(i)
7801 W. Industrial Drive
 
Forest Park, IL
 

 
1,215

 
3,020

 
1,307

 
1,220

 
4,322

 
5,542

 
1,600

 
2005
 
(i)
725 Kimberly Drive
 
Carol Stream, IL
 

 
793

 
1,395

 
231

 
801

 
1,618

 
2,419

 
736

 
2005
 
(i)
17001 S. Vincennes
 
Thornton, IL
 

 
497

 
504

 
3

 
513

 
491

 
1,004

 
412

 
2005
 
(i)
2900 W. 166th Street
 
Markham, IL
 

 
1,132

 
4,293

 
(881
)
 
1,134

 
3,410

 
4,544

 
1,041

 
2007
 
(i)
555 W. Algonquin Road
 
Arlington Heights, IL
 
1,942

 
574

 
741

 
1,936

 
579

 
2,672

 
3,251

 
895

 
2007
 
(i)
1501 Oakton Street
 
Elk Grove Village, IL
 
5,947

 
3,369

 
6,121

 
80

 
3,482

 
6,088

 
9,570

 
1,678

 
2008
 
(i)
16500 W. 103rd Street
 
Woodridge, IL
 
2,455

 
744

 
2,458

 
420

 
762

 
2,860

 
3,622

 
1,159

 
2008
 
(i)
8505 50th Street
 
Kenosha, WI
 

 
3,212

 

 
32,956

 
3,212

 
32,956

 
36,168

 
6,968

 
2008
 
(i)
4100 Rock Creek Blvd
 
Joliet, IL
 

 
4,476

 
16,061

 
818

 
4,476

 
16,879

 
21,355

 
2,705

 
2013
 
(i)
10100 58th Place
 
Kenosha, WI
 

 
4,201

 
17,604

 
1,446

 
4,201

 
19,050

 
23,251

 
3,769

 
2013
 
(i)
401 Airport Road
 
North Aurora, IL
 

 
534

 
1,957

 
12

 
534

 
1,969

 
2,503

 
216

 
2014
 
(i)
3737 84th Avenue
 
Somers, WI
 

 
1,943

 

 
24,156

 
1,943

 
24,156

 
26,099

 
345

 
2016
 
(i)
81 Paragon Drive
 
Romeoville, IL
 

 
1,787

 
7,252

 
222

 
1,787

 
7,474

 
9,261

 
62

 
2016
 
(i)
Cincinnati
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9900-9970 Princeton
 
Cincinnati, OH
 

 
545

 
3,088

 
1,797

 
566

 
4,864

 
5,430

 
2,401

 
1996
 
(i)
4700-4750 Creek Road
 
Blue Ash, OH
 

 
1,080

 
6,118

 
1,509

 
1,109

 
7,598

 
8,707

 
3,530

 
1996
 
(i)
4436 Muhlhauser Road
 
Hamilton, OH
 
3,738

 
630

 

 
5,278

 
630

 
5,278

 
5,908

 
1,848

 
2002
 
(i)
4438 Muhlhauser Road
 
Hamilton, OH
 
4,467

 
779

 

 
6,424

 
779

 
6,424

 
7,203

 
2,338

 
2002
 
(i)
420 Wards Corner Road
 
Loveland, OH
 

 
600

 
1,083

 
825

 
606

 
1,902

 
2,508

 
740

 
2003
 
(i)
422 Wards Corner Road
 
Loveland, OH
 

 
600

 
1,811

 
207

 
592

 
2,026

 
2,618

 
751

 
2003
 
(i)
4663 Dues Drive
 
Westchester, OH
 

 
858

 
2,273

 
982

 
875

 
3,238

 
4,113

 
2,616

 
2005
 
(i)
9345 Princeton-Glendale Road
 
Westchester, OH
 
1,312

 
818

 
1,648

 
380

 
840

 
2,006

 
2,846

 
1,388

 
2006
 
(i)
9525 Glades Drive
 
Westchester, OH
 

 
347

 
1,323

 
112

 
355

 
1,427

 
1,782

 
536

 
2007
 
(i)
9774-9792 Windisch Road
 
Westchester, OH
 

 
392

 
1,744

 
152

 
394

 
1,894

 
2,288

 
688

 
2007
 
(i)
9808-9830 Windisch Road
 
Westchester, OH
 

 
395

 
2,541

 
202

 
397

 
2,741

 
3,138

 
824

 
2007
 
(i)
9842-9862 Windisch Road
 
Westchester, OH
 

 
506

 
3,148

 
153

 
508

 
3,299

 
3,807

 
924

 
2007
 
(i)

S-3



9872-9898 Windisch Road
 
Westchester, OH
 

 
546

 
3,039

 
150

 
548

 
3,187

 
3,735

 
1,003

 
2007
 
(i)
9902-9922 Windisch Road
 
Westchester, OH
 

 
623

 
4,003

 
1,094

 
627

 
5,093

 
5,720

 
1,929

 
2007
 
(i)
Cleveland
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
30311 Emerald Valley Parkway
 
Glenwillow, OH
 
6,769

 
681

 
11,838

 
993

 
691

 
12,821

 
13,512

 
4,818

 
2006
 
(i)
30333 Emerald Valley Parkway
 
Glenwillow, OH
 
3,466

 
466

 
5,447

 
(615
)
 
475

 
4,823

 
5,298

 
1,571

 
2006
 
(i)
7800 Cochran Road
 
Glenwillow, OH
 
3,801

 
972

 
7,033

 
243

 
991

 
7,257

 
8,248

 
2,714

 
2006
 
(i)
7900 Cochran Road
 
Glenwillow, OH
 
3,645

 
775

 
6,244

 
259

 
792

 
6,486

 
7,278

 
2,407

 
2006
 
(i)
7905 Cochran Road
 
Glenwillow, OH
 
4,009

 
920

 
6,174

 
42

 
922

 
6,214

 
7,136

 
2,072

 
2006
 
(i)
30600 Carter Street
 
Solon, OH
 

 
989

 
3,042

 
1,406

 
1,022

 
4,415

 
5,437

 
3,158

 
2006
 
(i)
8181 Darrow Road
 
Twinsburg, OH
 
7,171

 
2,478

 
6,791

 
2,064

 
2,496

 
8,837

 
11,333

 
4,448

 
2008
 
(i)
Dallas/Ft. Worth
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2406-2416 Walnut Ridge
 
Dallas, TX
 

 
178

 
1,006

 
592

 
172

 
1,604

 
1,776

 
631

 
1997
 
(i)
2401-2419 Walnut Ridge
 
Dallas, TX
 

 
148

 
839

 
416

 
142

 
1,261

 
1,403

 
528

 
1997
 
(i)
900-906 Great Southwest Pkwy
 
Arlington, TX
 

 
237

 
1,342

 
625

 
270

 
1,934

 
2,204

 
972

 
1997
 
(i)
3000 West Commerce
 
Dallas, TX
 

 
456

 
2,584

 
1,208

 
469

 
3,779

 
4,248

 
1,721

 
1997
 
(i)
405-407 113th
 
Arlington, TX
 

 
181

 
1,026

 
463

 
185

 
1,485

 
1,670

 
628

 
1997
 
(i)
816 111th Street
 
Arlington, TX
 

 
251

 
1,421

 
139

 
258

 
1,553

 
1,811

 
714

 
1997
 
(i)
7427 Dogwood Park
 
Richland Hills, TX
 

 
96

 
532

 
322

 
102

 
848

 
950

 
351

 
1998
 
(i)
7348-54 Tower Street
 
Richland Hills, TX
 

 
88

 
489

 
237

 
94

 
720

 
814

 
315

 
1998
 
(i)
7339-41 Tower Street
 
Richland Hills, TX
 

 
98

 
541

 
180

 
104

 
715

 
819

 
302

 
1998
 
(i)
7437-45 Tower Street
 
Richland Hills, TX
 

 
102

 
563

 
283

 
108

 
840

 
948

 
356

 
1998
 
(i)
7331-59 Airport Freeway
 
Richland Hills, TX
 
1,844

 
354

 
1,958

 
603

 
372

 
2,543

 
2,915

 
1,054

 
1998
 
(i)
7338-60 Dogwood Park
 
Richland Hills, TX
 

 
106

 
587

 
257

 
112

 
838

 
950

 
337

 
1998
 
(i)
7450-70 Dogwood Park
 
Richland Hills, TX
 

 
106

 
584

 
156

 
112

 
734

 
846

 
316

 
1998
 
(i)
7423-49 Airport Freeway
 
Richland Hills, TX
 
1,562

 
293

 
1,621

 
554

 
308

 
2,160

 
2,468

 
882

 
1998
 
(i)
7400 Whitehall Street
 
Richland Hills, TX
 

 
109

 
603

 
95

 
115

 
692

 
807

 
302

 
1998
 
(i)
1602-1654 Terre Colony
 
Dallas, TX
 

 
458

 
2,596

 
859

 
468

 
3,445

 
3,913

 
1,356

 
2000
 
(i)
2220 Merritt Drive
 
Garland, TX
 

 
352

 
1,993

 
326

 
316

 
2,355

 
2,671

 
807

 
2000
 
(i)
2485-2505 Merritt Drive
 
Garland, TX
 

 
431

 
2,440

 
529

 
443

 
2,957

 
3,400

 
1,105

 
2000
 
(i)
2110 Hutton Drive
 
Carrolton, TX
 

 
374

 
2,117

 
106

 
255

 
2,342

 
2,597

 
1,072

 
2001
 
(i)
2025 McKenzie Drive
 
Carrolton, TX
 

 
437

 
2,478

 
459

 
442

 
2,932

 
3,374

 
1,059

 
2001
 
(i)
2019 McKenzie Drive
 
Carrolton, TX
 

 
502

 
2,843

 
283

 
507

 
3,121

 
3,628

 
1,202

 
2001
 
(i)
2029-2035 McKenzie Drive
 
Carrolton, TX
 
1,495

 
306

 
1,870

 
234

 
306

 
2,104

 
2,410

 
849

 
2001
 
(i)
2015 McKenzie Drive
 
Carrolton, TX
 
1,949

 
510

 
2,891

 
491

 
516

 
3,376

 
3,892

 
1,309

 
2001
 
(i)
2009 McKenzie Drive
 
Carrolton, TX
 
1,853

 
476

 
2,699

 
524

 
481

 
3,218

 
3,699

 
1,307

 
2001
 
(i)
900-1100 Avenue S
 
Grand Prairie, TX
 

 
623

 
3,528

 
994

 
629

 
4,516

 
5,145

 
1,530

 
2002
 
(i)
Plano Crossing Bus. Park
(f)
Plano, TX
 
7,121

 
1,961

 
11,112

 
1,143

 
1,981

 
12,235

 
14,216

 
4,292

 
2002
 
(i)
7413A-C Dogwood Park
 
Richland Hills, TX
 

 
110

 
623

 
245

 
111

 
867

 
978

 
338

 
2002
 
(i)
7450 Tower Street
 
Richland Hills, TX
 

 
36

 
204

 
196

 
36

 
400

 
436

 
130

 
2002
 
(i)
7436 Tower Street
 
Richland Hills, TX
 

 
57

 
324

 
192

 
58

 
515

 
573

 
146

 
2002
 
(i)
7426 Tower Street
 
Richland Hills, TX
 

 
76

 
429

 
186

 
76

 
615

 
691

 
200

 
2002
 
(i)
7427-7429 Tower Street
 
Richland Hills, TX
 

 
75

 
427

 
146

 
76

 
572

 
648

 
265

 
2002
 
(i)
2840-2842 Handley Ederville Road
 
Richland Hills, TX
 

 
112

 
635

 
77

 
113

 
711

 
824

 
247

 
2002
 
(i)

S-4



7451-7477 Airport Freeway
 
Richland Hills, TX
 
1,344

 
256

 
1,453

 
415

 
259

 
1,865

 
2,124

 
658

 
2002
 
(i)
7450 Whitehall Street
 
Richland Hills, TX
 

 
104

 
591

 
339

 
105

 
929

 
1,034

 
303

 
2002
 
(i)
3000 Wesley Way
 
Richland Hills, TX
 

 
208

 
1,181

 
47

 
211

 
1,225

 
1,436

 
428

 
2002
 
(i)
7451 Dogwood Park
 
Richland Hills, TX
 
654

 
133

 
753

 
168

 
134

 
920

 
1,054

 
300

 
2002
 
(i)
825-827 Avenue H
(d)
Arlington, TX
 
2,076

 
600

 
3,006

 
90

 
604

 
3,092

 
3,696

 
1,491

 
2004
 
(i)
1013-31 Avenue M
 
Grand Prairie, TX
 

 
300

 
1,504

 
301

 
302

 
1,803

 
2,105

 
721

 
2004
 
(i)
1172-84 113th Street
(d)
Grand Prairie, TX
 

 
700

 
3,509

 
(12
)
 
704

 
3,493

 
4,197

 
1,185

 
2004
 
(i)
1200-16 Avenue H
(d)
Arlington, TX
 

 
600

 
2,846

 
364

 
604

 
3,206

 
3,810

 
1,157

 
2004
 
(i)
1322-66 W. North Carrier Parkway
(e)
Grand Prairie, TX
 
3,970

 
1,000

 
5,012

 
1,055

 
1,006

 
6,061

 
7,067

 
2,203

 
2004
 
(i)
2401-2407 Centennial Drive
 
Arlington, TX
 
1,949

 
600

 
2,534

 
548

 
604

 
3,078

 
3,682

 
1,219

 
2004
 
(i)
3111 West Commerce Street
 
Dallas, TX
 
3,463

 
1,000

 
3,364

 
1,801

 
1,011

 
5,154

 
6,165

 
1,930

 
2004
 
(i)
13800 Senlac Drive
 
Farmers Branch, TX
 
2,686

 
823

 
4,042

 
(83
)
 
825

 
3,957

 
4,782

 
1,648

 
2005
 
(i)
801-831 S Great Southwest Pkwy
(g)
Grand Prairie, TX
 

 
2,581

 
16,556

 
343

 
2,586

 
16,894

 
19,480

 
9,495

 
2005
 
(i)
801 Heinz Way
 
Grand Prairie, TX
 
2,709

 
599

 
3,327

 
355

 
601

 
3,680

 
4,281

 
1,682

 
2005
 
(i)
901-937 Heinz Way
 
Grand Prairie, TX
 
2,088

 
493

 
2,758

 
48

 
481

 
2,818

 
3,299

 
1,365

 
2005
 
(i)
3301 Century Circle
 
Irving, TX
 

 
760

 
3,856

 
53

 
771

 
3,898

 
4,669

 
1,114

 
2007
 
(i)
3901 W Miller Road
 
Garland, TX
 

 
1,912

 

 
15,493

 
1,947

 
15,458

 
17,405

 
4,226

 
2008
 
(i)
1251 North Cockrell Hill Road
 
Dallas, TX
 

 
2,064

 

 
13,532

 
1,073

 
14,523

 
15,596

 
715

 
2015
 
(i)
1171 North Cockrell Hill Road
 
Dallas, TX
 

 
1,215

 

 
10,968

 
632

 
11,551

 
12,183

 
472

 
2015
 
(i)
3996 Scientific Drive
 
Arlington, TX
 

 
1,301

 

 
8,073

 
1,349

 
8,025

 
9,374

 
412

 
2015
 
(i)
750 Gateway Blvd
 
Coppell, TX
 

 
1,452

 
4,679

 
80

 
1,452

 
4,759

 
6,211

 
210

 
2015
 
(i)
2250 East Bardin Road
 
Arlington, TX
 

 
1,603

 

 
10,284

 
1,603

 
10,284

 
11,887

 
180

 
2016
 
(i)
Denver
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4785 Elati
 
Denver, CO
 

 
173

 
981

 
374

 
175

 
1,353

 
1,528

 
552

 
1997
 
(i)
4770 Fox Street
 
Denver, CO
 

 
132

 
750

 
259

 
134

 
1,007

 
1,141

 
423

 
1997
 
(i)
3851-3871 Revere
 
Denver, CO
 

 
361

 
2,047

 
538

 
368

 
2,578

 
2,946

 
1,165

 
1997
 
(i)
4570 Ivy Street
 
Denver, CO
 

 
219

 
1,239

 
265

 
220

 
1,503

 
1,723

 
763

 
1997
 
(i)
5855 Stapleton Drive North
 
Denver, CO
 

 
288

 
1,630

 
219

 
290

 
1,847

 
2,137

 
873

 
1997
 
(i)
5885 Stapleton Drive North
 
Denver, CO
 

 
376

 
2,129

 
320

 
380

 
2,445

 
2,825

 
1,151

 
1997
 
(i)
5977 North Broadway
 
Denver, CO
 
1,493

 
268

 
1,518

 
573

 
271

 
2,088

 
2,359

 
935

 
1997
 
(i)
5952-5978 North Broadway
 
Denver, CO
 
2,221

 
414

 
2,346

 
750

 
422

 
3,088

 
3,510

 
1,441

 
1997
 
(i)
4721 Ironton Street
 
Denver, CO
 

 
232

 
1,313

 
325

 
236

 
1,634

 
1,870

 
744

 
1997
 
(i)
7003 E 47th Ave Drive
 
Denver, CO
 

 
441

 
2,689

 
45

 
441

 
2,734

 
3,175

 
1,321

 
1997
 
(i)
9500 West 49th Street - A
 
Wheatridge, CO
 
1,019

 
283

 
1,625

 
126

 
287

 
1,747

 
2,034

 
888

 
1997
 
(i)
9500 West 49th Street - B
 
Wheatridge, CO
 
852

 
225

 
1,272

 
205

 
227

 
1,475

 
1,702

 
705

 
1997
 
(i)
9500 West 49th Street - C
 
Wheatridge, CO
 
2,198

 
600

 
3,409

 
378

 
601

 
3,786

 
4,387

 
1,725

 
1997
 
(i)
9500 West 49th Street - D
 
Wheatridge, CO
 
1,102

 
246

 
1,537

 
417

 
247

 
1,953

 
2,200

 
1,050

 
1997
 
(i)
451-591 East 124th Avenue
 
Thornton, CO
 

 
383

 
2,145

 
498

 
383

 
2,643

 
3,026

 
1,301

 
1997
 
(i)
6547 South Racine Circle
 
Centennial, CO
 
2,652

 
739

 
4,241

 
278

 
739

 
4,519

 
5,258

 
2,102

 
1997
 
(i)
11701 East 53rd Avenue
 
Denver, CO
 

 
416

 
2,355

 
350

 
422

 
2,699

 
3,121

 
1,269

 
1997
 
(i)
5401 Oswego
 
Denver, CO
 

 
273

 
1,547

 
224

 
278

 
1,766

 
2,044

 
825

 
1997
 
(i)
445 Bryant Street
 
Denver, CO
 

 
1,829

 
10,219

 
2,707

 
1,829

 
12,926

 
14,755

 
5,406

 
1998
 
(i)
12055 E 49th Ave/4955 Peoria
 
Denver, CO
 

 
298

 
1,688

 
469

 
305

 
2,150

 
2,455

 
1,001

 
1998
 
(i)

S-5



FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.
SCHEDULE III:
REAL ESTATE AND ACCUMULATED DEPRECIATION
As of December 31, 2016
 
 
 
 
 
 
(b)
Initial Cost
 
(c)
Costs
Capitalized
Subsequent to
Acquisition or
Completion
and Valuation
Provision
 
Gross Amount Carried
At Close of Period 12/31/16
 
 
 
Year
Acquired/
Constructed
 
Depreciable
Lives
(Years)
Building Address
 
Location
(City/State)
 
(a)
Encumbrances
 
Land
 
Buildings and
Improvements
 
 
Land
 
Buildings and
Improvements
 
Total
 
Accumulated
Depreciation
12/31/2016
 
4940-4950 Paris
 
Denver, CO
 

 
152

 
861

 
287

 
156

 
1,144

 
1,300

 
554

 
1998
 
(i)
4970 Paris
 
Denver, CO
 

 
95

 
537

 
103

 
97

 
638

 
735

 
289

 
1998
 
(i)
7367 South Revere Parkway
 
Centennial, CO
 

 
926

 
5,124

 
1,065

 
934

 
6,181

 
7,115

 
2,819

 
1998
 
(i)
8200 East Park Meadows Drive
(d)
Lone Tree, CO
 
5,470

 
1,297

 
7,348

 
1,092

 
1,304

 
8,433

 
9,737

 
3,499

 
2000
 
(i)
3250 Quentin Street
(d)
Aurora, CO
 
4,987

 
1,220

 
6,911

 
747

 
1,230

 
7,648

 
8,878

 
3,136

 
2000
 
(i)
8020 Southpark Circle
 
Littleton, CO
 

 
739

 

 
3,308

 
781

 
3,266

 
4,047

 
1,199

 
2000
 
(i)
1130 W. 124th Avenue
 
Westminster, CO
 

 
441

 

 
3,586

 
441

 
3,586

 
4,027

 
1,195

 
2000
 
(i)
1070 W. 124th Avenue
 
Westminster, CO
 

 
374

 

 
2,723

 
374

 
2,723

 
3,097

 
1,026

 
2000
 
(i)
1020 W. 124th Avenue
 
Westminster, CO
 

 
374

 

 
2,734

 
374

 
2,734

 
3,108

 
1,072

 
2000
 
(i)
8810 W. 116th Circle
 
Broomfield, CO
 

 
312

 

 
1,856

 
370

 
1,798

 
2,168

 
600

 
2001
 
(i)
960 W. 124th Avenue
 
Westminster, CO
 

 
441

 

 
3,652

 
442

 
3,651

 
4,093

 
1,484

 
2001
 
(i)
8820 W. 116th Circle
 
Broomfield, CO
 

 
338

 
1,918

 
386

 
372

 
2,270

 
2,642

 
811

 
2003
 
(i)
8835 W. 116th Circle
 
Broomfield, CO
 

 
1,151

 
6,523

 
1,095

 
1,304

 
7,465

 
8,769

 
2,646

 
2003
 
(i)
18150 E. 32nd Place
 
Aurora, CO
 

 
563

 
3,188

 
174

 
572

 
3,353

 
3,925

 
1,254

 
2004
 
(i)
3400 Fraser Street
 
Aurora, CO
 
2,051

 
616

 
3,593

 
(142
)
 
620

 
3,447

 
4,067

 
1,246

 
2005
 
(i)
7005 E. 46th Avenue Drive
 
Denver, CO
 
1,218

 
512

 
2,025

 
(121
)
 
517

 
1,899

 
2,416

 
670

 
2005
 
(i)
4001 Salazar Way
 
Frederick, CO
 
3,539

 
1,271

 
6,508

 
(713
)
 
1,276

 
5,790

 
7,066

 
1,670

 
2006
 
(i)
5909-5915 N. Broadway
 
Denver, CO
 

 
495

 
1,268

 
107

 
500

 
1,370

 
1,870

 
711

 
2006
 
(i)
Detroit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
47461 Clipper
 
Plymouth Township, MI
 

 
122

 
723

 
103

 
122

 
826

 
948

 
448

 
1994
 
(i)
449 Executive Drive
 
Troy, MI
 

 
125

 
425

 
974

 
218

 
1,306

 
1,524

 
1,207

 
1994
 
(i)
1416 Meijer Drive
 
Troy, MI
 

 
94

 
394

 
399

 
121

 
766

 
887

 
714

 
1994
 
(i)
1624 Meijer Drive
 
Troy, MI
 

 
236

 
1,406

 
1,093

 
373

 
2,362

 
2,735

 
2,138

 
1994
 
(i)
1972 Meijer Drive
 
Troy, MI
 

 
315

 
1,301

 
787

 
372

 
2,031

 
2,403

 
1,698

 
1994
 
(i)
1707 Northwood Drive
 
Troy, MI
 

 
95

 
262

 
1,724

 
239

 
1,842

 
2,081

 
1,617

 
1994
 
(i)
1788 Northwood Drive
 
Troy, MI
 

 
50

 
196

 
486

 
103

 
629

 
732

 
571

 
1994
 
(i)
1826 Northwood Drive
 
Troy, MI
 

 
55

 
208

 
472

 
103

 
632

 
735

 
561

 
1994
 
(i)
1864 Northwood Drive
 
Troy, MI
 

 
57

 
190

 
489

 
107

 
629

 
736

 
576

 
1994
 
(i)
2730 Research Drive
 
Rochester Hills, MI
 

 
903

 
4,215

 
829

 
903

 
5,044

 
5,947

 
4,400

 
1994
 
(i)
2791 Research Drive
 
Rochester Hills, MI
 

 
557

 
2,731

 
1,020

 
560

 
3,748

 
4,308

 
2,892

 
1994
 
(i)
2871 Research Drive
 
Rochester Hills, MI
 

 
324

 
1,487

 
412

 
327

 
1,896

 
2,223

 
1,503

 
1994
 
(i)
2870 Technology Drive
 
Rochester Hills, MI
 

 
275

 
1,262

 
356

 
279

 
1,614

 
1,893

 
1,383

 
1994
 
(i)
2900 Technology Drive
 
Rochester Hills, MI
 

 
214

 
977

 
513

 
219

 
1,485

 
1,704

 
1,051

 
1994
 
(i)
2930 Technology Drive
 
Rochester Hills, MI
 

 
131

 
594

 
452

 
138

 
1,039

 
1,177

 
762

 
1994
 
(i)

S-6



2950 Technology Drive
 
Rochester Hills, MI
 

 
178

 
819

 
368

 
185

 
1,180

 
1,365

 
894

 
1994
 
(i)
23014 Commerce Drive
 
Farmington Hills, MI
 

 
39

 
203

 
191

 
56

 
377

 
433

 
340

 
1994
 
(i)
23028 Commerce Drive
 
Farmington Hills, MI
 

 
98

 
507

 
262

 
125

 
742

 
867

 
696

 
1994
 
(i)
23035 Commerce Drive
 
Farmington Hills, MI
 

 
71

 
355

 
290

 
93

 
623

 
716

 
536

 
1994
 
(i)
23065 Commerce Drive
 
Farmington Hills, MI
 

 
71

 
408

 
254

 
93

 
640

 
733

 
554

 
1994
 
(i)
23093 Commerce Drive
 
Farmington Hills, MI
 

 
211

 
1,024

 
1,337

 
295

 
2,277

 
2,572

 
1,866

 
1994
 
(i)
23135 Commerce Drive
 
Farmington Hills, MI
 

 
146

 
701

 
310

 
158

 
999

 
1,157

 
895

 
1994
 
(i)
23163 Commerce Drive
 
Farmington Hills, MI
 

 
111

 
513

 
393

 
138

 
879

 
1,017

 
769

 
1994
 
(i)
23177 Commerce Drive
 
Farmington Hills, MI
 

 
175

 
1,007

 
689

 
254

 
1,617

 
1,871

 
1,409

 
1994
 
(i)
23206 Commerce Drive
 
Farmington Hills, MI
 

 
125

 
531

 
371

 
137

 
890

 
1,027

 
795

 
1994
 
(i)
23370 Commerce Drive
 
Farmington Hills, MI
 

 
59

 
233

 
209

 
66

 
435

 
501

 
379

 
1994
 
(i)
1451 East Lincoln Avenue
 
Madison Heights, MI
 

 
299

 
1,703

 
(179
)
 
148

 
1,675

 
1,823

 
949

 
1995
 
(i)
4400 Purks Drive
 
Auburn Hills, MI
 

 
602

 
3,410

 
3,982

 
612

 
7,382

 
7,994

 
3,447

 
1995
 
(i)
12707 Eckles Road
 
Plymouth Township, MI
 

 
255

 
1,445

 
235

 
267

 
1,668

 
1,935

 
812

 
1996
 
(i)
32975 Capitol Avenue
 
Livonia, MI
 

 
135

 
748

 
(188
)
 
77

 
618

 
695

 
331

 
1998
 
(i)
32920 Capitol Avenue
 
Livonia, MI
 

 
76

 
422

 
(62
)
 
27

 
409

 
436

 
257

 
1998
 
(i)
11923 Brookfield Avenue
 
Livonia, MI
 

 
120

 
665

 
(314
)
 
32

 
439

 
471

 
288

 
1998
 
(i)
12886 Westmore Avenue
 
Livonia, MI
 

 
190

 
1,050

 
(351
)
 
86

 
803

 
889

 
478

 
1998
 
(i)
47711 Clipper Street
 
Plymouth Township, MI
 

 
539

 
2,983

 
540

 
575

 
3,487

 
4,062

 
1,517

 
1998
 
(i)
32975 Industrial Road
 
Livonia, MI
 

 
160

 
887

 
(175
)
 
92

 
780

 
872

 
424

 
1998
 
(i)
12874 Westmore Avenue
 
Livonia, MI
 

 
137

 
761

 
(241
)
 
58

 
599

 
657

 
324

 
1998
 
(i)
1775 Bellingham
 
Troy, MI
 

 
344

 
1,902

 
329

 
367

 
2,208

 
2,575

 
1,008

 
1998
 
(i)
1785 East Maple
 
Troy, MI
 

 
92

 
507

 
200

 
98

 
701

 
799

 
298

 
1998
 
(i)
980 Chicago
 
Troy, MI
 

 
206

 
1,141

 
333

 
220

 
1,460

 
1,680

 
621

 
1998
 
(i)
1885 Enterprise Drive
 
Rochester Hills, MI
 

 
209

 
1,158

 
589

 
223

 
1,733

 
1,956

 
752

 
1998
 
(i)
1935-55 Enterprise Drive
 
Rochester Hills, MI
 

 
1,285

 
7,144

 
1,322

 
1,371

 
8,380

 
9,751

 
3,712

 
1998
 
(i)
5500 Enterprise Court
 
Warren, MI
 

 
675

 
3,737

 
750

 
721

 
4,441

 
5,162

 
1,987

 
1998
 
(i)
750 Chicago Road
 
Troy, MI
 

 
323

 
1,790

 
392

 
345

 
2,160

 
2,505

 
993

 
1998
 
(i)
800 Chicago Road
 
Troy, MI
 

 
283

 
1,567

 
380

 
302

 
1,928

 
2,230

 
863

 
1998
 
(i)
850 Chicago Road
 
Troy, MI
 

 
183

 
1,016

 
218

 
196

 
1,221

 
1,417

 
555

 
1998
 
(i)
1100 East Mandoline Road
 
Madison Heights, MI
 

 
888

 
4,915

 
(1,257
)
 
332

 
4,214

 
4,546

 
2,703

 
1998
 
(i)
4872 S. Lapeer Road
 
Lake Orion Twsp, MI
 

 
1,342

 
5,441

 
1,214

 
1,412

 
6,585

 
7,997

 
3,129

 
1999
 
(i)
1400 Allen Drive
 
Troy, MI
 

 
209

 
1,154

 
380

 
212

 
1,531

 
1,743

 
552

 
2000
 
(i)
1408 Allen Drive
 
Troy, MI
 

 
151

 
834

 
121

 
153

 
953

 
1,106

 
375

 
2000
 
(i)
28435 Automation Blvd
 
Wixom, MI
 

 
621

 

 
3,664

 
628

 
3,657

 
4,285

 
1,103

 
2004
 
(i)
32200 North Avis Drive
 
Madison Heights, MI
 

 
503

 
3,367

 
(1,452
)
 
195

 
2,223

 
2,418

 
802

 
2005
 
(i)
100 Kay Industrial Drive
 
Orion Township, MI
 

 
677

 
2,018

 
156

 
685

 
2,166

 
2,851

 
1,032

 
2005
 
(i)
11800 Sears Drive
 
Livonia, MI
 

 
693

 
1,507

 
1,212

 
476

 
2,936

 
3,412

 
1,723

 
2005
 
(i)
1099 Chicago Road
 
Troy, MI
 

 
1,277

 
1,332

 
(1,134
)
 
303

 
1,172

 
1,475

 
618

 
2005
 
(i)
42555 Merrill Road
 
Sterling Heights, MI
 

 
1,080

 
2,300

 
3,487

 
1,090

 
5,777

 
6,867

 
2,456

 
2006
 
(i)
200 Northpointe Drive
 
Orion Township, MI
 

 
723

 
2,063

 
(95
)
 
734

 
1,957

 
2,691

 
962

 
2006
 
(i)
Houston
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3351 Rauch Street
 
Houston, TX
 

 
272

 
1,541

 
576

 
278

 
2,111

 
2,389

 
882

 
1997
 
(i)

S-7



3801-3851 Yale Street
 
Houston, TX
 
2,510

 
413

 
2,343

 
1,292

 
425

 
3,623

 
4,048

 
1,353

 
1997
 
(i)
3337-3347 Rauch Street
 
Houston, TX
 

 
227

 
1,287

 
433

 
233

 
1,714

 
1,947

 
730

 
1997
 
(i)
8505 North Loop East
 
Houston, TX
 

 
439

 
2,489

 
575

 
449

 
3,054

 
3,503

 
1,381

 
1997
 
(i)
4749-4799 Eastpark Drive
 
Houston, TX
 

 
594

 
3,368

 
1,208

 
611

 
4,559

 
5,170

 
2,062

 
1997
 
(i)
4851 Homestead Road
 
Houston, TX
 
2,384

 
491

 
2,782

 
1,485

 
504

 
4,254

 
4,758

 
1,940

 
1997
 
(i)
3365-3385 Rauch Street
 
Houston, TX
 
1,477

 
284

 
1,611

 
487

 
290

 
2,092

 
2,382

 
884

 
1997
 
(i)
5050 Campbell Road
 
Houston, TX
 

 
461

 
2,610

 
1,045

 
470

 
3,646

 
4,116

 
1,551

 
1997
 
(i)
4300 Pine Timbers
 
Houston, TX
 
2,218

 
489

 
2,769

 
690

 
499

 
3,449

 
3,948

 
1,619

 
1997
 
(i)
2500-2530 Fairway Park Drive
 
Houston, TX
 

 
766

 
4,342

 
1,925

 
792

 
6,241

 
7,033

 
2,640

 
1997
 
(i)
6550 Longpointe
 
Houston, TX
 

 
362

 
2,050

 
994

 
370

 
3,036

 
3,406

 
1,319

 
1997
 
(i)
1815 Turning Basin Drive
 
Houston, TX
 

 
487

 
2,761

 
1,626

 
531

 
4,343

 
4,874

 
1,722

 
1997
 
(i)
1819 Turning Basin Drive
 
Houston, TX
 

 
231

 
1,308

 
854

 
251

 
2,142

 
2,393

 
881

 
1997
 
(i)
1805 Turning Basin Drive
 
Houston, TX
 

 
564

 
3,197

 
2,428

 
616

 
5,573

 
6,189

 
2,170

 
1997
 
(i)
9835A Genard Road
 
Houston, TX
 

 
1,505

 
8,333

 
4,795

 
1,581

 
13,052

 
14,633

 
4,654

 
1999
 
(i)
9835B Genard Road
 
Houston, TX
 

 
245

 
1,357

 
644

 
256

 
1,990

 
2,246

 
793

 
1999
 
(i)
11505 State Highway 225
 
La Porte, TX
 

 
940

 
4,675

 
63

 
940

 
4,738

 
5,678

 
1,640

 
2005
 
(i)
1500 East Main Street
 
La Porte, TX
 

 
201

 
1,328

 
(91
)
 
204

 
1,234

 
1,438

 
973

 
2005
 
(i)
7230-7238 Wynnwood
 
Houston, TX
 

 
254

 
764

 
200

 
259

 
959

 
1,218

 
468

 
2007
 
(i)
7240-7248 Wynnwood
 
Houston, TX
 

 
271

 
726

 
320

 
276

 
1,041

 
1,317

 
436

 
2007
 
(i)
7250-7260 Wynnwood
 
Houston, TX
 

 
200

 
481

 
1,471

 
203

 
1,949

 
2,152

 
368

 
2007
 
(i)
6400 Long Point
 
Houston, TX
 

 
188

 
898

 
226

 
188

 
1,124

 
1,312

 
410

 
2007
 
(i)
7967 Blankenship
 
Houston, TX
 

 
307

 
1,166

 
337

 
307

 
1,503

 
1,810

 
535

 
2010
 
(i)
8800 City Park Loop East
 
Houston, TX
 

 
3,717

 
19,237

 
(784
)
 
3,717

 
18,453

 
22,170

 
4,022

 
2011
 
(i)
4800 West Greens Road
 
Houston, TX
 

 
3,350

 

 
17,763

 
3,312

 
17,801

 
21,113

 
1,166

 
2014
 
(i)
611 East Sam Houston Parkway S
 
Pasadena, TX
 

 
1,970

 
7,431

 
439

 
2,011

 
7,829

 
9,840

 
210

 
2015
 
(i)
619 East Sam Houston Parkway S
 
Pasadena, TX
 

 
2,879

 
11,713

 
138

 
2,872

 
11,858

 
14,730

 
349

 
2015
 
(i)
Indianapolis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2900 North Shadeland Avenue
 
Indianapolis, IN
 

 
2,057

 
13,565

 
6,118

 
2,057

 
19,683

 
21,740

 
8,743

 
1996
 
(i)
1445 Brookville Way
 
Indianapolis, IN
 

 
459

 
2,603

 
1,350

 
476

 
3,936

 
4,412

 
1,709

 
1996
 
(i)
1440 Brookville Way
 
Indianapolis, IN
 
3,035

 
665

 
3,770

 
968

 
685

 
4,718

 
5,403

 
2,306

 
1996
 
(i)
1240 Brookville Way
 
Indianapolis, IN
 

 
247

 
1,402

 
360

 
258

 
1,751

 
2,009

 
870

 
1996
 
(i)
1345 Brookville Way
 
Indianapolis, IN
 

 
586

 
3,321

 
1,512

 
601

 
4,818

 
5,419

 
2,258

 
1996
 
(i)
1350 Brookville Way
 
Indianapolis, IN
 

 
205

 
1,161

 
222

 
212

 
1,376

 
1,588

 
690

 
1996
 
(i)
1341 Sadlier Circle South
 
Indianapolis, IN
 

 
131

 
743

 
229

 
136

 
967

 
1,103

 
470

 
1996
 
(i)
1322-1438 Sadlier Circle East
 
Indianapolis, IN
 

 
145

 
822

 
341

 
152

 
1,156

 
1,308

 
557

 
1996
 
(i)
1327-1441 Sadlier Circle West
 
Indianapolis, IN
 

 
218

 
1,234

 
876

 
225

 
2,103

 
2,328

 
852

 
1996
 
(i)
1402-1430 Sadlier Circle West
 
Indianapolis, IN
 

 
165

 
934

 
397

 
171

 
1,325

 
1,496

 
623

 
1996
 
(i)
1504 Sadlier Circle South
 
Indianapolis, IN
 

 
219

 
1,238

 
58

 
115

 
1,400

 
1,515

 
662

 
1996
 
(i)
1365-1367 Sadlier Way Circle East
 
Indianapolis, IN
 

 
121

 
688

 
208

 
91

 
926

 
1,017

 
476

 
1996
 
(i)
1352-1354 Sadlier Circle West
 
Indianapolis, IN
 

 
178

 
1,008

 
236

 
166

 
1,256

 
1,422

 
610

 
1996
 
(i)
1335 Sadlier Circle East
 
Indianapolis, IN
 

 
81

 
460

 
206

 
85

 
662

 
747

 
340

 
1996
 
(i)
1425 Sadlier Circle West
 
Indianapolis, IN
 

 
21

 
117

 
57

 
23

 
172

 
195

 
77

 
1996
 
(i)
6951 East 30th Street
 
Indianapolis, IN
 
2,510

 
256

 
1,449

 
258

 
265

 
1,698

 
1,963

 
847

 
1996
 
(i)

S-8



FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.
SCHEDULE III:
REAL ESTATE AND ACCUMULATED DEPRECIATION
As of December 31, 2016
 
 
 
 
 
 
(b)
Initial Cost
 
(c)
Costs
Capitalized
Subsequent to
Acquisition or
Completion
and Valuation
Provision
 
Gross Amount Carried
At Close of Period 12/31/16
 
 
 
Year
Acquired/
Constructed
 
Depreciable
Lives
(Years)
Building Address
 
Location
(City/State)
 
(a)
Encumbrances
 
Land
 
Buildings and
Improvements
 
 
Land
 
Buildings and
Improvements
 
Total
 
Accumulated
Depreciation
12/31/2016
 
 
 
 
 
(In thousands)
 
 
 
 
6701 East 30th Street
 
Indianapolis, IN
 

 
78

 
443

 
91

 
82

 
530

 
612

 
269

 
1996
 
(i)
6737 East 30th Street
 
Indianapolis, IN
 
2,029

 
385

 
2,181

 
641

 
398

 
2,809

 
3,207

 
1,249

 
1996
 
(i)
6555 East 30th Street
 
Indianapolis, IN
 

 
484

 
4,760

 
2,248

 
484

 
7,008

 
7,492

 
3,094

 
1996
 
(i)
7901 West 21st Street
 
Indianapolis, IN
 

 
1,048

 
6,027

 
340

 
1,048

 
6,367

 
7,415

 
2,989

 
1997
 
(i)
1225 Brookville Way
 
Indianapolis, IN
 

 
60

 

 
420

 
68

 
412

 
480

 
195

 
1997
 
(i)
6751 East 30th Street
 
Indianapolis, IN
 

 
728

 
2,837

 
401

 
741

 
3,225

 
3,966

 
1,497

 
1997
 
(i)
6575 East 30th Street
 
Indianapolis, IN
 
1,337

 
118

 

 
1,994

 
128

 
1,984

 
2,112

 
875

 
1998
 
(i)
6585 East 30th Street
 
Indianapolis, IN
 
2,172

 
196

 

 
3,236

 
196

 
3,236

 
3,432

 
1,454

 
1998
 
(i)
1133 Northwest L Street
 
Richmond, IN
 

 
201

 
1,358

 
(128
)
 
208

 
1,223

 
1,431

 
788

 
2006
 
(i)
14425 Bergen Blvd
 
Noblesville, IN
 

 
647

 

 
3,693

 
743

 
3,597

 
4,340

 
917

 
2007
 
(i)
6635 East 30th Street
 
Indianapolis, IN
 

 
466

 
3,093

 

 
466

 
3,093

 
3,559

 
16

 
2016
 
 
Miami
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4700 NW 15th Avenue
 
Ft. Lauderdale, FL
 

 
908

 
1,883

 
21

 
912

 
1,900

 
2,812

 
687

 
2007
 
(i)
4710 NW 15th Avenue
 
Ft. Lauderdale, FL
 

 
830

 
2,722

 
73

 
834

 
2,791

 
3,625

 
773

 
2007
 
(i)
4720 NW 15th Avenue
 
Ft. Lauderdale, FL
 

 
937

 
2,455

 
340

 
942

 
2,790

 
3,732

 
929

 
2007
 
(i)
4740 NW 15th Avenue
 
Ft. Lauderdale, FL
 

 
1,107

 
3,111

 
16

 
1,112

 
3,122

 
4,234

 
869

 
2007
 
(i)
4750 NW 15th Avenue
 
Ft. Lauderdale, FL
 

 
947

 
3,079

 
353

 
951

 
3,428

 
4,379

 
900

 
2007
 
(i)
4800 NW 15th Avenue
 
Ft. Lauderdale, FL
 

 
1,092

 
3,308

 
179

 
1,097

 
3,482

 
4,579

 
1,006

 
2007
 
(i)
6891 NW 74th Street
 
Medley, FL
 

 
857

 
3,428

 
4,288

 
864

 
7,709

 
8,573

 
2,427

 
2007
 
(i)
12601 &12605 NW 115th Avenue
 
Medley, FL
 

 
2,316

 

 
434

 
762

 
1,988

 
2,750

 
369

 
2008
 
(i)
1351 NW 78th Avenue
 
Doral, FL
 

 
3,111

 
4,634

 
13

 
3,111

 
4,647

 
7,758

 
51

 
2016
 
(i)
Milwaukee
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5355 South Westridge Drive
 
New Berlin, WI
 
4,328

 
1,630

 
7,058

 
(105
)
 
1,646

 
6,937

 
8,583

 
1,967

 
2004
 
(i)
17005 West Ryerson Road
 
New Berlin, WI
 
2,454

 
403

 
3,647

 
317

 
405

 
3,962

 
4,367

 
1,958

 
2005
 
(i)
W140 N9059 Lilly Road
 
Menomonee Falls, WI
 

 
343

 
1,153

 
106

 
366

 
1,236

 
1,602

 
507

 
2005
 
(i)
1500 Peebles Drive
 
Richland Center, WI
 

 
1,577

 
1,018

 
(441
)
 
1,528

 
626

 
2,154

 
563

 
2005
 
(i)
16600 West Glendale Avenue
 
New Berlin, WI
 
1,782

 
704

 
1,923

 
932

 
715

 
2,844

 
3,559

 
1,911

 
2006
 
(i)
N58W15380 Shawn Circle
 
Menomonee Falls, WI
 

 
1,188

 

 
16,931

 
1,204

 
16,915

 
18,119

 
4,098

 
2008
 
(i)
Minneapolis/St. Paul
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6201 West 111th Street
 
Bloomington, MN
 
2,537

 
1,358

 
8,622

 
13,466

 
1,519

 
21,927

 
23,446

 
12,616

 
1994
 
(i)
7101 Winnetka Avenue South
 
Brooklyn Park, MN
 

 
2,195

 
6,084

 
4,322

 
2,228

 
10,373

 
12,601

 
7,693

 
1994
 
(i)
9901 West 74th Street
 
Eden Prairie, MN
 

 
621

 
3,289

 
3,603

 
639

 
6,874

 
7,513

 
5,736

 
1994
 
(i)
1030 Lone Oak Road
 
Eagan, MN
 
1,966

 
456

 
2,703

 
767

 
456

 
3,470

 
3,926

 
1,797

 
1994
 
(i)

S-9



1060 Lone Oak Road
 
Eagan, MN
 
2,490

 
624

 
3,700

 
645

 
624

 
4,345

 
4,969

 
2,292

 
1994
 
(i)
5400 Nathan Lane
 
Plymouth, MN
 

 
749

 
4,461

 
835

 
757

 
5,288

 
6,045

 
2,822

 
1994
 
(i)
6655 Wedgewood Road
 
Maple Grove, MN
 

 
1,466

 
8,342

 
5,615

 
1,466

 
13,957

 
15,423

 
6,432

 
1994
 
(i)
10120 West 76th Street
 
Eden Prairie, MN
 

 
315

 
1,804

 
917

 
315

 
2,721

 
3,036

 
1,375

 
1995
 
(i)
12155 Nicollet Avenue
 
Burnsville, MN
 

 
286

 

 
1,957

 
288

 
1,955

 
2,243

 
924

 
1995
 
(i)
4100 Peavey Road
 
Chaska, MN
 

 
277

 
2,261

 
832

 
277

 
3,093

 
3,370

 
1,477

 
1996
 
(i)
7100-7198 Shady Oak Road
 
Eden Prairie, MN
 

 
715

 
4,054

 
2,177

 
736

 
6,210

 
6,946

 
2,799

 
1996
 
(i)
5240-5300 Valley Industrial Blvd
 
Shakopee, MN
 
2,057

 
362

 
2,049

 
1,249

 
371

 
3,289

 
3,660

 
1,459

 
1996
 
(i)
5775 12th Avenue
 
Shakopee, MN
 
3,084

 
590

 

 
4,900

 
590

 
4,900

 
5,490

 
1,736

 
1998
 
(i)
1157 Valley Park Drive
 
Shakopee, MN
 
4,055

 
760

 

 
7,281

 
888

 
7,153

 
8,041

 
2,797

 
1999
 
(i)
9600 West 76th Street
 
Eden Prairie, MN
 
2,061

 
1,000

 
2,450

 
181

 
1,034

 
2,597

 
3,631

 
776

 
2004
 
(i)
9700 West 76th Street
 
Eden Prairie, MN
 
2,768

 
1,000

 
2,709

 
553

 
1,038

 
3,224

 
4,262

 
1,029

 
2004
 
(i)
7600 69th Avenue
 
Greenfield, MN
 

 
1,500

 
8,328

 
(468
)
 
1,510

 
7,850

 
9,360

 
1,976

 
2004
 
(i)
5017 Boone Avenue North
 
New Hope, MN
 

 
1,000

 
1,599

 
547

 
1,009

 
2,137

 
3,146

 
1,058

 
2005
 
(i)
2300 West Highway 13
 
Burnsville, MN
 

 
2,517

 
6,069

 
(1,651
)
 
1,296

 
5,639

 
6,935

 
4,175

 
2005
 
(i)
1087 Park Place
 
Shakopee, MN
 
3,281

 
1,195

 
4,891

 
(246
)
 
1,198

 
4,642

 
5,840

 
1,365

 
2005
 
(i)
5391 12th Avenue SE
 
Shakopee, MN
 

 
1,392

 
8,149

 
(259
)
 
1,395

 
7,887

 
9,282

 
2,278

 
2005
 
(i)
4701 Valley Industrial Blvd S
 
Shakopee, MN
 
4,652

 
1,296

 
7,157

 
(172
)
 
1,299

 
6,982

 
8,281

 
3,068

 
2005
 
(i)
6455 City West Parkway
 
Eden Prairie, MN
 

 
659

 
3,189

 
1,068

 
665

 
4,251

 
4,916

 
1,524

 
2006
 
(i)
7035 Winnetka Avenue North
 
Brooklyn Park, MN
 
4,329

 
1,275

 

 
7,309

 
1,343

 
7,241

 
8,584

 
1,729

 
2007
 
(i)
139 Eva Street
 
St. Paul, MN
 

 
2,132

 
3,105

 
(286
)
 
2,175

 
2,776

 
4,951

 
737

 
2008
 
(i)
21900 Dodd Boulevard
 
Lakeville, MN
 
9,255

 
2,289

 
7,952

 

 
2,289

 
7,952

 
10,241

 
2,377

 
2010
 
(i)
375 Rivertown Drive
 
Woodbury, MN
 
7,343

 
2,635

 
8,157

 
1,161

 
2,635

 
9,318

 
11,953

 
1,245

 
2014
 
(i)
935 Aldrin Drive
 
Eagan, MN
 
5,403

 
2,096

 
7,884

 
134

 
2,096

 
8,018

 
10,114

 
793

 
2014
 
(i)
7050 Winnetka Avenue North
 
Brooklyn Park, MN
 
4,580

 
1,623

 

 
7,520

 
1,634

 
7,509

 
9,143

 
390

 
2014
 
(i)
7051 West Broadway
 
Brooklyn Park, MN
 
3,558

 
1,275

 

 
5,828

 
1,279

 
5,824

 
7,103

 
301

 
2014
 
(i)
Nashville
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1931 Air Lane Drive
 
Nashville, TN
 
1,801

 
489

 
2,785

 
322

 
493

 
3,103

 
3,596

 
1,457

 
1997
 
(i)
4640 Cummings Park
 
Nashville, TN
 

 
360

 
2,040

 
583

 
365

 
2,618

 
2,983

 
1,038

 
1999
 
(i)
1740 River Hills Drive
 
Nashville, TN
 
2,726

 
848

 
4,383

 
685

 
888

 
5,028

 
5,916

 
2,386

 
2005
 
(i)
211 Ellery Court
 
Nashville, TN
 
1,948

 
606

 
3,192

 
90

 
616

 
3,272

 
3,888

 
1,129

 
2007
 
(i)
130 Maddox Road
 
Mount Juliet, TN
 
16,236

 
1,778

 

 
23,882

 
1,778

 
23,882

 
25,660

 
4,693

 
2008
 
(i)
New Jersey
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
14 World's Fair Drive
 
Franklin, NJ
 

 
483

 
2,735

 
752

 
503

 
3,467

 
3,970

 
1,638

 
1997
 
(i)
12 World's Fair Drive
 
Franklin, NJ
 

 
572

 
3,240

 
1,110

 
593

 
4,329

 
4,922

 
2,134

 
1997
 
(i)
22 World's Fair Drive
 
Franklin, NJ
 

 
364

 
2,064

 
545

 
375

 
2,598

 
2,973

 
1,125

 
1997
 
(i)
26 World's Fair Drive
 
Franklin, NJ
 

 
361

 
2,048

 
665

 
377

 
2,697

 
3,074

 
1,161

 
1997
 
(i)
24 World's Fair Drive
 
Franklin, NJ
 

 
347

 
1,968

 
586

 
362

 
2,539

 
2,901

 
1,147

 
1997
 
(i)
2060 Springdale Road
 
Cherry Hill, NJ
 

 
258

 
1,436

 
602

 
258

 
2,038

 
2,296

 
886

 
1998
 
(i)
20 World's Fair Drive Lot 13
 
Somerset, NJ
 

 
9

 

 
2,559

 
691

 
1,877

 
2,568

 
734

 
1999
 
(i)
45 Route 46
 
Pine Brook, NJ
 

 
969

 
5,491

 
1,005

 
978

 
6,487

 
7,465

 
2,623

 
2000
 
(i)
43 Route 46
 
Pine Brook, NJ
 

 
474

 
2,686

 
432

 
479

 
3,113

 
3,592

 
1,226

 
2000
 
(i)
39 Route 46
 
Pine Brook, NJ
 

 
260

 
1,471

 
293

 
262

 
1,762

 
2,024

 
700

 
2000
 
(i)

S-10



26 Chapin Road
 
Pine Brook, NJ
 

 
956

 
5,415

 
653

 
965

 
6,059

 
7,024

 
2,531

 
2000
 
(i)
30 Chapin Road
 
Pine Brook, NJ
 

 
960

 
5,440

 
477

 
970

 
5,907

 
6,877

 
2,385

 
2000
 
(i)
20 Hook Mountain Road
 
Pine Brook, NJ
 

 
1,507

 
8,542

 
3,214

 
1,534

 
11,729

 
13,263

 
5,524

 
2000
 
(i)
30 Hook Mountain Road
 
Pine Brook, NJ
 

 
389

 
2,206

 
526

 
396

 
2,725

 
3,121

 
1,152

 
2000
 
(i)
16 Chapin Road
 
Pine Brook, NJ
 

 
885

 
5,015

 
623

 
901

 
5,622

 
6,523

 
2,175

 
2000
 
(i)
20 Chapin Road
 
Pine Brook, NJ
 

 
1,134

 
6,426

 
606

 
1,154

 
7,012

 
8,166

 
2,778

 
2000
 
(i)
2500 Main Street
 
Sayreville, NJ
 

 
944

 

 
4,576

 
944

 
4,576

 
5,520

 
1,597

 
2002
 
(i)
2400 Main Street
 
Sayreville, NJ
 

 
996

 

 
5,539

 
996

 
5,539

 
6,535

 
1,789

 
2003
 
(i)
7851 Airport Highway
 
Pennsauken, NJ
 

 
160

 
508

 
328

 
162

 
834

 
996

 
369

 
2003
 
(i)
103 Central Avenue
 
Mt. Laurel, NJ
 

 
610

 
1,847

 
1,617

 
619

 
3,455

 
4,074

 
1,444

 
2003
 
(i)
309-313 Pierce Street
 
Somerset, NJ
 
2,868

 
1,300

 
4,628

 
296

 
1,309

 
4,915

 
6,224

 
1,656

 
2004
 
(i)
7890 Airport Hwy/7015 Central
 
Pennsauken, NJ
 

 
300

 
989

 
495

 
425

 
1,359

 
1,784

 
1,013

 
2006
 
(i)
400 Cedar Lane
 
Florence Township, NJ
 

 
9,730

 

 
21,394

 
9,730

 
21,394

 
31,124

 

 
2016
 
(i)
Orlando
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6301 Hazeltine National Drive
 
Orlando, FL
 

 
909

 
4,613

 
113

 
920

 
4,715

 
5,635

 
1,432

 
2005
 
(i)
8751 Skinner Court
 
Orlando, FL
 
4,784

 
1,691

 
7,249

 
1

  
1,692

 
7,249

  
8,941

 
242

 
2016
 
(i)
4473 Shader Road
 
Orlando, FL
 

 
2,094

 
10,444

 
49

  
2,094

 
10,493

  
12,587

 
250

 
2016
 
(i)
Phoenix
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1045 South Edward Drive
 
Tempe, AZ
 

 
390

 
2,160

 
363

 
396

 
2,517

 
2,913

 
1,061

 
1999
 
(i)
50 South 56th Street
 
Chandler, AZ
 
2,906

 
1,206

 
3,218

 
1,379

 
1,252

 
4,551

 
5,803

 
1,667

 
2004
 
(i)
4701 West Jefferson
 
Phoenix, AZ
 
2,390

 
926

 
2,195

 
243

 
929

 
2,435

 
3,364

 
1,492

 
2005
 
(i)
7102 West Roosevelt
 
Phoenix, AZ
 
4,779

 
1,613

 
6,451

 
444

 
1,620

 
6,888

 
8,508

 
2,770

 
2006
 
(i)
4137 West Adams Street
 
Phoenix, AZ
 
1,949

 
990

 
2,661

 
239

 
1,038

 
2,852

 
3,890

 
1,092

 
2006
 
(i)
245 West Lodge
 
Tempe, AZ
 

 
898

 
3,066

 
(2,252
)
 
362

 
1,350

 
1,712

 
465

 
2007
 
(i)
1590 East Riverview Dr.
 
Phoenix, AZ
 
4,632

 
1,293

 
5,950

 
77

 
1,292

 
6,028

 
7,320

 
1,474

 
2008
 
(i)
14131 N. Rio Vista Blvd
 
Peoria, AZ
 

 
2,563

 
9,388

 
165

 
2,563

 
9,553

 
12,116

 
2,465

 
2008
 
(i)
8716 W. Ludlow Drive
 
Peoria, AZ
 

 
2,709

 
10,970

 
770

 
2,709

 
11,740

 
14,449

 
3,020

 
2008
 
(i)
3815 W. Washington Street
 
Phoenix, AZ
 
3,294

 
1,675

 
4,514

 
149

 
1,719

 
4,619

 
6,338

 
1,251

 
2008
 
(i)
9180 W. Buckeye Road
 
Tolleson, AZ
 
6,907

 
1,904

 
6,805

 
2,428

 
1,923

 
9,214

 
11,137

 
2,197

 
2008
 
(i)
8644 West Ludlow Drive
 
Peoria, AZ
 

 
1,726

 
7,216

 

 
1,726

 
7,216

 
8,942

 
557

 
2014
 
(i)
8606 West Ludlow Drive
 
Peoria, AZ
 

 
956

 
2,668

 
123

 
956

 
2,791

 
3,747

 
221

 
2014
 
(i)
8679 West Ludlow Drive
 
Peoria, AZ
 

 
672

 
2,791

 

 
672

 
2,791

 
3,463

 
220

 
2014
 
(i)
94th Avenue & Buckeye Road
 
Tolleson, AZ
 

 
4,315

 

 
15,698

 
4,315

 
15,698

 
20,013

 
420

 
2015
 
(i)
Salt Lake City
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1270 West 2320 South
 
West Valley, UT
 

 
138

 
784

 
193

 
143

 
972

 
1,115

 
424

 
1998
 
(i)
1275 West 2240 South
 
West Valley, UT
 

 
395

 
2,241

 
352

 
408

 
2,580

 
2,988

 
1,172

 
1998
 
(i)
1288 West 2240 South
 
West Valley, UT
 

 
119

 
672

 
138

 
123

 
806

 
929

 
373

 
1998
 
(i)
2235 South 1300 West
 
West Valley, UT
 

 
198

 
1,120

 
249

 
204

 
1,363

 
1,567

 
589

 
1998
 
(i)
1293 West 2200 South
 
West Valley, UT
 

 
158

 
896

 
224

 
163

 
1,115

 
1,278

 
491

 
1998
 
(i)
1279 West 2200 South
 
West Valley, UT
 

 
198

 
1,120

 
172

 
204

 
1,286

 
1,490

 
601

 
1998
 
(i)
1272 West 2240 South
 
West Valley, UT
 

 
336

 
1,905

 
428

 
347

 
2,322

 
2,669

 
1,006

 
1998
 
(i)
1149 West 2240 South
 
West Valley, UT
 

 
217

 
1,232

 
284

 
225

 
1,508

 
1,733

 
716

 
1998
 
(i)
1142 West 2320 South
 
West Valley, UT
 

 
217

 
1,232

 
372

 
225

 
1,596

 
1,821

 
695

 
1998
 
(i)

S-11



2323 South 900 W
 
Salt Lake City, UT
 

 
886

 
2,995

 
(84
)
 
898

 
2,899

 
3,797

 
1,665

 
2006
 
(i)
1815-1957 South 4650 West
 
Salt Lake City, UT
 
6,460

 
1,707

 
10,873

 
46

 
1,713

 
10,913

 
12,626

 
3,268

 
2006
 
(i)
2100 Alexander Street
 
West Valley, UT
 

 
376

 
1,670

 
390

 
376

 
2,060

 
2,436

 
732

 
2007
 
(i)
2064 Alexander Street
 
West Valley, UT
 

 
864

 
2,771

 
(33
)
 
869

 
2,733

 
3,602

 
899

 
2007
 
(i)
Seattle
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1901 Raymond Ave SW
 
Renton, WA
 
520

 
4,458

 
2,659

 
480

 
4,594

 
3,003

 
7,597

 
815

 
2008
 
(i)
19014 64th Avenue South
 
Kent, WA
 
2,968

 
1,990

 
3,979

 
471

 
2,042

 
4,398

 
6,440

 
1,484

 
2008
 
(i)
18640 68th Avenue South
 
Kent, WA
 
208

 
1,218

 
1,950

 
310

 
1,258

 
2,220

 
3,478

 
772

 
2008
 
(i)
Southern California
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1944 Vista Bella Way
 
Rancho Dominguez, CA
 
3,010

 
1,746

 
3,148

 
465

 
1,822

 
3,537

 
5,359

 
1,579

 
2005
 
(i)
2000 Vista Bella Way
 
Rancho Dominguez, CA
 
1,282

 
817

 
1,673

 
292

 
853

 
1,929

 
2,782

 
904

 
2005
 
(i)
2835 East Ana Street
 
Rancho Dominguez, CA
 
2,425

 
1,682

 
2,750

 
409

 
1,772

 
3,069

 
4,841

 
1,318

 
2005
 
(i)
16275 Technology Drive
 
San Diego, CA
 

 
2,848

 
8,641

 
(40
)
 
2,859

 
8,590

 
11,449

 
2,724

 
2005
 
(i)
665 N. Baldwin Park Blvd.
 
City of Industry, CA
 
4,127

 
2,124

 
5,219

 
1,614

 
2,143

 
6,814

 
8,957

 
3,143

 
2006
 
(i)
27801 Avenue Scott
 
Santa Clarita, CA
 
6,010

 
2,890

 
7,020

 
788

 
2,902

 
7,796

 
10,698

 
2,963

 
2006
 
(i)
2610 & 2660 Columbia Street
 
Torrance, CA
 
4,331

 
3,008

 
5,826

 
565

 
3,031

 
6,368

 
9,399

 
2,167

 
2006
 
(i)
433 Alaska Avenue
 
Torrance, CA
 

 
681

 
168

 
3

 
684

 
168

 
852

 
107

 
2006
 
(i)
4020 S. Compton Avenue
 
Los Angeles, CA
 

 
3,800

 
7,330

 
(473
)
 
3,825

 
6,832

 
10,657

 
1,840

 
2006
 
(i)
6305 El Camino Real
 
Carlsbad, CA
 

 
1,590

 
6,360

 
7,730

 
1,590

 
14,090

 
15,680

 
4,329

 
2006
 
(i)
2325 Camino Vida Roble
 
Carlsbad, CA
 
1,890

 
1,441

 
1,239

 
650

 
1,446

 
1,884

 
3,330

 
614

 
2006
 
(i)
2335 Camino Vida Roble
 
Carlsbad, CA
 
965

 
817

 
762

 
121

 
821

 
879

 
1,700

 
356

 
2006
 
(i)
2345 Camino Vida Roble
 
Carlsbad, CA
 
631

 
562

 
456

 
94

 
565

 
547

 
1,112

 
185

 
2006
 
(i)
2355 Camino Vida Roble
 
Carlsbad, CA
 
616

 
481

 
365

 
239

 
483

 
602

 
1,085

 
273

 
2006
 
(i)
2365 Camino Vida Roble
 
Carlsbad, CA
 
1,171

 
1,098

 
630

 
336

 
1,102

 
962

 
2,064

 
450

 
2006
 
(i)
2375 Camino Vida Roble
 
Carlsbad, CA
 
1,283

 
1,210

 
874

 
113

 
1,214

 
983

 
2,197

 
402

 
2006
 
(i)
6451 El Camino Real
 
Carlsbad, CA
 

 
2,885

 
1,931

 
766

 
2,895

 
2,687

 
5,582

 
913

 
2006
 
(i)
13100 Gregg Street
 
Poway, CA
 
2,977

 
1,040

 
4,160

 
744

 
1,073

 
4,871

 
5,944

 
1,840

 
2007
 
(i)
21730-21748 Marilla Street
 
Chatsworth, CA
 
2,738

 
2,585

 
3,210

 
146

 
2,608

 
3,333

 
5,941

 
1,210

 
2007
 
(i)
8015 Paramount
 
Pico Rivera, CA
 

 
3,616

 
3,902

 
61

 
3,657

 
3,922

 
7,579

 
1,755

 
2007
 
(i)
3365 E. Slauson
 
Vernon, CA
 

 
2,367

 
3,243

 
40

 
2,396

 
3,254

 
5,650

 
1,534

 
2007
 
(i)
3015 East Ana
 
Rancho Dominguez, CA
 

 
19,678

 
9,321

 
6,305

 
20,144

 
15,160

 
35,304

 
4,504

 
2007
 
(i)
1250 Rancho Conejo Blvd.
 
Thousand Oaks, CA
 

 
1,435

 
779

 
46

 
1,441

 
819

 
2,260

 
289

 
2007
 
(i)
1260 Rancho Conejo Blvd.
 
Thousand Oaks, CA
 

 
1,353

 
722

 
(724
)
 
675

 
676

 
1,351

 
199

 
2007
 
(i)
1270 Rancho Conejo Blvd.
 
Thousand Oaks, CA
 

 
1,224

 
716

 
(107
)
 
1,229

 
604

 
1,833

 
253

 
2007
 
(i)
1280 Rancho Conejo Blvd.
 
Thousand Oaks, CA
 
2,396

 
2,043

 
3,408

 
(252
)
 
2,051

 
3,148

 
5,199

 
723

 
2007
 
(i)
1290 Rancho Conejo Blvd.
 
Thousand Oaks, CA
 
2,015

 
1,754

 
2,949

 
(332
)
 
1,761

 
2,610

 
4,371

 
610

 
2007
 
(i)
100 West Sinclair Street
 
Perris, CA
 

 
4,894

 
3,481

 
(5,233
)
 
1,819

 
1,323

 
3,142

 
630

 
2007
 
(i)
14050 Day Street
 
Moreno Valley, CA
 
3,395

 
2,538

 
2,538

 
291

 
2,565

 
2,801

 
5,366

 
1,002

 
2008
 
(i)
12925 Marlay Avenue
 
Fontana, CA
 
8,984

 
6,072

 
7,891

 
235

 
6,090

 
8,108

 
14,198

 
3,482

 
2008
 
(i)
18201-18291 Santa Fe
 
Rancho Dominguez, CA
 
9,949

 
6,720

 

 
9,004

 
6,897

 
8,827

 
15,724

 
2,148

 
2008
 
(i)
1011 Rancho Conejo
 
Thousand Oaks, CA
 
4,638

 
7,717

 
2,518

 
(168
)
 
7,752

 
2,314

 
10,066

 
866

 
2008
 
(i)
20700 Denker Avenue
 
Torrance, CA
 
5,445

 
5,767

 
2,538

 
1,289

 
5,964

 
3,631

 
9,595

 
1,902

 
2008
 
(i)
18408 Laurel Park Road
 
Rancho Dominguez, CA
 

 
2,850

 
2,850

 
659

 
2,874

 
3,485

 
6,359

 
1,115

 
2008
 
(i)

S-12



19021 S. Reyes Avenue
 
Rancho Dominguez, CA
 

 
8,183

 
7,501

 
233

 
8,545

 
7,372

 
15,917

 
1,399

 
2008
 
(i)
24870 Nandina Avenue
 
Moreno Valley, CA
 

 
13,543

 

 
21,146

 
6,482

 
28,207

 
34,689

 
3,196

 
2012
 
(i)
6185 Kimball Avenue
 
Chino, CA
 

 
6,385

 

 
12,343

 
6,382

 
12,346

 
18,728

 
1,792

 
2013
 
(i)
5553 Bandini Blvd.
 
Bell, CA
 

 
32,536

 

 
21,620

 
32,540

 
21,616

 
54,156

 
1,764

 
2013
 
(i)
16875 Heacock Street
 
Moreno Valley, CA
 

 

 
6,831

 
72

 

 
6,903

 
6,903

 
1,006

 
2014
 
(i)
4710 Guasti Road
 
Ontario, CA
 
5,662

 
2,846

 
6,564

 
212

 
2,846

 
6,776

 
9,622

 
494

 
2014
 
(i)
17100 Perris Blvd
 
Moreno Valley, CA
 

 
6,388

 

 
25,843

 
6,395

 
25,836

 
32,231

 
1,697

 
2014
 
(i)
13414 S. Figueroa
 
Los Angeles, CA
 
4,148

 
1,701

 

 
6,580

 
1,887

 
6,394

 
8,281

 
408

 
2014
 
(i)
3841 Ocean Ranch Boulevard
 
Oceanside, CA
 

 
4,400

 

 
8,034

 
4,400

 
8,034

 
12,434

 
349

 
2015
 
(i)
3831 Ocean Ranch Boulevard
 
Oceanside, CA
 

 
2,693

 

 
4,584

 
2,694

 
4,583

 
7,277

 
193

 
2015
 
(i)
3821 Ocean Ranch Boulevard
 
Oceanside, CA
 

 
2,792

 

 
4,470

 
2,792

 
4,470

 
7,262

 
147

 
2015
 
(i)
145 West 134th Street
 
Los Angeles, CA
 

 
2,901

 
2,285

 
173

 
2,901

 
2,458

 
5,359

 
162

 
2015
 
(i)
6150 Sycamore Canyon Blvd.
 
Riverside, CA
 

 
3,182

 
10,643

 

 
3,182

 
10,643

 
13,825

 
556

 
2015
 
(i)
17825 Indian Street
 
Moreno Valley, CA
 

 
5,034

 
22,095

 

 
5,034

 
22,095

 
27,129

 
1,029

 
2015
 
(i)
24901 San Michele Road
 
Moreno Valley, CA
 

 
1,274

 

 
11,482

 
1,274

 
11,482

 
12,756

 
184

 
2016
 
(i)
1445 Engineer Street
 
Vista, CA
 

 
6,816

 
4,417

 
1

 
6,816

 
4,418

 
11,234

 
129

 
2016
 
(i)
19067 Reyes Ave
 
Rancho Dominguez, CA
 

 
9,281

 
3,920

 
3,542

 
9,381

 
7,362

 
16,743

 
34

 
2016
 
(i)
St. Louis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1067-1083 Warson-Bldg A
 
St. Louis, MO
 
1,429

 
246

 
1,359

 
939

 
251

 
2,293

 
2,544

 
710

 
2002
 
(i)
1093-1107 Warson-Bldg B
 
St. Louis, MO
 
2,461

 
380

 
2,103

 
1,898

 
388

 
3,993

 
4,381

 
1,304

 
2002
 
(i)
1113-1129 Warson-Bldg C
 
St. Louis, MO
 
1,661

 
303

 
1,680

 
975

 
310

 
2,648

 
2,958

 
862

 
2002
 
(i)
1131-1151 Warson-Bldg D
 
St. Louis, MO
 
1,990

 
353

 
1,952

 
1,237

 
360

 
3,182

 
3,542

 
954

 
2002
 
(i)
6821-6857 Hazelwood Avenue
 
Berkeley, MO
 
4,640

 
985

 
6,205

 
1,069

 
985

 
7,274

 
8,259

 
2,558

 
2003
 
(i)
13701 Rider Trail North
 
Earth City, MO
 

 
800

 
2,099

 
610

 
804

 
2,705

 
3,509

 
1,201

 
2003
 
(i)
1908-2000 Innerbelt
(d)
Overland, MO
 
6,781

 
1,590

 
9,026

 
1,235

 
1,591

 
10,260

 
11,851

 
4,432

 
2004
 
(i)
21-25 Gateway Commerce Center
 
Edwardsville, IL
 

 
1,874

 
31,958

 
(38
)
 
1,902

 
31,892

 
33,794

 
9,064

 
2006
 
(i)
6647 Romiss Court
 
St. Louis, MO
 

 
230

 
681

 
(8
)
 
241

 
662

 
903

 
318

 
2008
 
(i)
Tampa
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5525 Johns Road
 
Tampa, FL
 

 
192

 
1,086

 
280

 
200

 
1,358

 
1,558

 
638

 
1997
 
(i)
5709 Johns Road
 
Tampa, FL
 

 
192

 
1,086

 
196

 
200

 
1,274

 
1,474

 
600

 
1997
 
(i)
5711 Johns Road
 
Tampa, FL
 

 
243

 
1,376

 
171

 
255

 
1,535

 
1,790

 
716

 
1997
 
(i)
5455 W Waters Avenue
 
Tampa, FL
 

 
307

 
1,742

 
769

 
326

 
2,492

 
2,818

 
1,278

 
1997
 
(i)
5553 W Waters Avenue
 
Tampa, FL
 

 
307

 
1,742

 
427

 
326

 
2,150

 
2,476

 
1,059

 
1997
 
(i)
5501 W Waters Avenue
 
Tampa, FL
 

 
215

 
871

 
291

 
242

 
1,135

 
1,377

 
506

 
1997
 
(i)
5503 W Waters Avenue
 
Tampa, FL
 

 
98

 
402

 
150

 
110

 
540

 
650

 
245

 
1997
 
(i)
5555 W Waters Avenue
 
Tampa, FL
 

 
213

 
1,206

 
222

 
221

 
1,420

 
1,641

 
648

 
1997
 
(i)
5557 W Waters Avenue
 
Tampa, FL
 

 
59

 
335

 
60

 
62

 
392

 
454

 
183

 
1997
 
(i)
5463 W Waters Avenue
 
Tampa, FL
 

 
497

 
2,751

 
1,261

 
560

 
3,949

 
4,509

 
1,589

 
1998
 
(i)
5461 W Waters Avenue
 
Tampa, FL
 

 
261

 

 
1,311

 
265

 
1,307

 
1,572

 
584

 
1998
 
(i)
5481 W Waters Avenue
 
Tampa, FL
 

 
558

 

 
2,288

 
561

 
2,285

 
2,846

 
946

 
1999
 
(i)
4515-4519 George Road
 
Tampa, FL
 

 
633

 
3,587

 
861

 
640

 
4,441

 
5,081

 
1,710

 
2001
 
(i)
6089 Johns Road
 
Tampa, FL
 

 
180

 
987

 
134

 
186

 
1,115

 
1,301

 
402

 
2004
 
(i)
6091 Johns Road
 
Tampa, FL
 

 
140

 
730

 
45

 
144

 
771

 
915

 
269

 
2004
 
(i)

S-13



FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.
SCHEDULE III:
REAL ESTATE AND ACCUMULATED DEPRECIATION
As of December 31, 2016
 
 
 
 
 
 
(b)
Initial Cost
 
(c)
Costs
Capitalized
Subsequent to
Acquisition or
Completion
and Valuation
Provision
 
Gross Amount Carried
At Close of Period 12/31/16
 
 
 
Year
Acquired/
Constructed
 
Depreciable
Lives
(Years)
Building Address
 
Location
(City/State)
 
(a)
Encumbrances
 
Land
 
Buildings and
Improvements
 
 
Land
 
Buildings and
Improvements
 
Total
 
Accumulated
Depreciation
12/31/2016
 
 
 
 
 
(In thousands)
 
 
 
 
6103 Johns Road
 
Tampa, FL
 

 
220

 
1,160

 
38

 
226

 
1,192

 
1,418

 
434

 
2004
 
(i)
6201 Johns Road
 
Tampa, FL
 

 
200

 
1,107

 
34

 
205

 
1,136

 
1,341

 
497

 
2004
 
(i)
6203 Johns Road
 
Tampa, FL
 

 
300

 
1,460

 
(287
)
 
311

 
1,162

 
1,473

 
426

 
2004
 
(i)
6205 Johns Road
 
Tampa, FL
 

 
270

 
1,363

 
36

 
278

 
1,391

 
1,669

 
385

 
2004
 
(i)
6101 Johns Road
 
Tampa, FL
 

 
210

 
833

 
93

 
216

 
920

 
1,136

 
385

 
2004
 
(i)
4908 Tampa West Blvd
 
Tampa, FL
 

 
2,622

 
8,643

 
(820
)
 
2,635

 
7,810

 
10,445

 
3,322

 
2005
 
(i)
Other
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12626 Silicon Drive
 
San Antonio, TX
 

 
768

 
3,448

 
(329
)
 
779

 
3,108

 
3,887

 
1,149

 
2005
 
(i)
3100 Pinson Valley Parkway
 
Birmingham, AL
 

 
303

 
742

 
(304
)
 
225

 
516

 
741

 
230

 
2005
 
(i)
3730 Wheeler Avenue
 
Fort Smith, AR
 

 
720

 
2,800

 
(589
)
 
583

 
2,348

 
2,931

 
1,008

 
2006
 
(i)
3200 Pond Station
 
Jefferson County, KY
 

 
2,074

 

 
9,681

 
2,120

 
9,635

 
11,755

 
2,340

 
2007
 
(i)
581 Welltown Road/Tyson Blvd
 
Winchester, VA
 

 
2,320

 

 
10,972

 
2,401

 
10,891

 
13,292

 
2,589

 
2007
 
(i)
7501 NW 106th Terrace
 
Kansas City, MO
 
11,285

 
4,152

 

 
13,684

  
4,228

 
13,608

  
17,836

 
2,793

 
2008
 
(i)
600 Greene Drive
 
Greenville, KY
 

 
294

 
8,570

 
(727
)
  
296

 
7,841

  
8,137

 
5,270

 
2008
 
(i)
Developments in Process
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
First Park 94 - Building II
 
Somers, WI
 

 
2,133

 

 
19,846

 
2,134

 
19,845

 
21,979

 

 
2015
 
(i)
The Ranch By First Industrial
 
Eastvale, CA
 

 
22,857

 

 
5,895

 
22,857

 
5,895

 
28,752

 

 
2016
 
(i)
First Park @ PV303
 
Goodyear, AZ
 

 
6,998

 

 
14,740

 
6,998

 
14,740

 
21,738

 

 
2016
 
(i)
First Sycamore 215 Logistics Center
 
Riverside, CA
 

 
4,900

 

 
6,579

 
4,900

 
6,579

 
11,479

 

 
2016
 
(i)
Land Parcels
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Land Parcels
(h)
 
 
2,067

 
159,066

 
3,227

 
27,207

 
154,345

  
35,155

  
189,500

 
3,146

 
 
 
 
Total
 
 
 
$
498,861

 
$
809,774

 
$
1,569,543

 
$
1,009,294

  
$
795,311

 
$
2,593,300

 
$
3,388,611

 
$
797,919

 
 
 
 



S-14



FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.
SCHEDULE III:
REAL ESTATE AND ACCUMULATED DEPRECIATION
As of December 31, 2016
NOTES:
(a)
See description of encumbrances in Note 4 of the Notes to Consolidated Financial Statements. For purposes of this schedule the total principal balance of a mortgage loan payable that is collateralized by a pool of properties is allocated among the properties in the pool based on each property's carrying balance.
(b)
Initial cost for each respective property is tangible purchase price allocated in accordance with FASB’s guidance on business combinations.
(c)
Improvements are net of the write-off of fully depreciated assets and impairment of real estate and include construction in progress.
(d)
Comprised of two properties.
(e)
Comprised of three properties.
(f)
Comprised of four properties.
(g)
Comprised of five properties.
(h)
These properties represent developable land and land parcels for which we receive ground lease income.
(i)
Depreciation is computed based upon the following estimated lives:
Buildings and Improvements
7 to 50 years
Land Improvements
5 to 20 years
Tenant Improvements
Lease Term
 
At December 31, 2016, the aggregate cost of land and buildings and equipment for federal income tax purpose was approximately $3.3 billion (excluding construction in progress).

The changes in investment in real estate for the three years ended December 31, are as follows: 
 
2016
 
2015
 
2014
 
(In thousands)
Balance, Beginning of Year
$
3,297,649

 
$
3,183,369

 
$
3,119,547

Acquisition of Real Estate Assets
108,538

 
161,074

 
84,526

Construction Costs and Improvements
167,342

 
142,535

 
104,782

Disposition of Real Estate Assets
(153,364
)
 
(162,636
)
 
(98,378
)
Impairment of Real Estate

 
(626
)
 

Write-off of Fully Depreciated and Other Assets
(31,554
)
 
(26,067
)
 
(27,108
)
Balance, End of Year Including Real Estate Held for Sale
$
3,388,611

 
$
3,297,649

 
$
3,183,369

Real Estate Held for Sale (A)
(3,697
)
 
(3,681
)
 

Balance, End of Year Excluding Real Estate Held for Sale
$
3,384,914

 
$
3,293,968

 
$
3,183,369


S-15



The changes in accumulated depreciation for the three years ended December 31, are as follows: 
 
2016
 
2015
 
2014
 
(In thousands)
Balance, Beginning of Year
$
792,501

 
$
786,978

 
$
748,044

Depreciation for Year
95,514

 
92,955

 
93,457

Disposition of Real Estate Assets
(62,634
)
 
(61,365
)
 
(27,415
)
Write-off of Fully Depreciated and Other Assets
(27,462
)
 
(26,067
)
 
(27,108
)
Balance, End of Year Including Real Estate Held for Sale
$
797,919

 
$
792,501

 
$
786,978

Real Estate Held for Sale (B)
(1,427
)
 
(1,171
)
 

Balance, End of Year Excluding Real Estate Held for Sale
$
796,492

 
$
791,330

 
$
786,978

_______________
(A)
The Real Estate Held for Sale at December 31, 2016 excludes $128 of other assets.
(B)
The Real Estate Held for Sale at December 31, 2016 excludes $44 of accumulated amortization related to the other assets mentioned above.


S-16



SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
FIRST INDUSTRIAL REALTY TRUST, INC.
 
 
 
 
By:
/S/   PETER E. BACCILE
 
 
Peter E. Baccile
President, Chief Executive Officer and Director (Principal Executive Officer)
Date: February 23, 2017
 
 
By:
/S/    SCOTT A. MUSIL
 
 
Scott A. Musil
Chief Financial Officer
(Principal Financial and Accounting Officer)
Date: February 23, 2017
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
 
Signature
 
Title
 
Date
 
 
 
 
 
 
 
 
 
 
/S/    BRUCE W. DUNCAN
 
Chairman of the Board of Directors
 
February 23, 2017
Bruce W. Duncan
 
 
 
 
 
 
 
 
 
/S/    PETER E. BACCILE
 
President, Chief Executive Officer and Director
 
February 23, 2017
Peter E. Baccile
 
 
 
 
 
 
 
 
 
/S/    JOHN E. RAU
 
Lead Independent Director
 
February 23, 2017
John E. Rau
 
 
 
 
 
 
 
 
 
/S/    MATTHEW DOMINSKI
 
Director
 
February 23, 2017
Matthew Dominski
 
 
 
 
 
 
 
 
 
/S/    H. PATRICK HACKETT, JR.
 
Director
 
February 23, 2017
H. Patrick Hackett, Jr.
 
 
 
 
 
 
 
 
 
/S/    L. PETER SHARPE
 
Director
 
February 23, 2017
L. Peter Sharpe
 
 
 
 
 
 
 
 
 
/S/    W. EDWIN TYLER
 
Director
 
February 23, 2017
W. Edwin Tyler
 
 
 
 

S-17



SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
FIRST INDUSTRIAL, L.P.
 
 
 
 
By:
FIRST INDUSTRIAL REALTY TRUST, INC.
 
 
as general partner
 
 
 
 
By:
/S/    PETER E. BACCILE
 
 
Peter E. Baccile
President, Chief Executive Officer and Director (Principal Executive Officer)
Date: February 23, 2017
 
 
By:
/S/    SCOTT A. MUSIL
 
 
Scott A. Musil
Chief Financial Officer
(Principal Financial and Accounting Officer)
Date: February 23, 2017
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
 
Signature
 
Title
 
Date
 
 
 
 
 
 
 
 
 
 
/S/    BRUCE W. DUNCAN
 
Chairman of the Board of Directors
 
February 23, 2017
Bruce W. Duncan
 
 
 
 
 
 
 
 
 
/S/    PETER E. BACCILE
 
President, Chief Executive Officer and Director
 
February 23, 2017
Peter E. Baccile
 
 
 
 
 
 
 
 
 
/S/    JOHN E. RAU
 
Lead Independent Director
 
February 23, 2017
John E. Rau
 
 
 
 
 
 
 
 
 
/S/    MATTHEW DOMINSKI
 
Director
 
February 23, 2017
Matthew Dominski
 
 
 
 
 
 
 
 
 
/S/    H. PATRICK HACKETT, JR.
 
Director
 
February 23, 2017
H. Patrick Hackett, Jr.
 
 
 
 
 
 
 
 
 
/S/    L. PETER SHARPE
 
Director
 
February 23, 2017
L. Peter Sharpe
 
 
 
 
 
 
 
 
 
/S/    W. EDWIN TYLER
 
Director
 
February 23, 2017
W. Edwin Tyler
 
 
 
 


S-18
Exhibit


EXHIBIT 21
FIRST INDUSTRIAL REALTY TRUST, INC.
SUBSIDIARIES OF THE REGISTRANT
Name
 
State of Incorporation Formation
431 Railroad Avenue General Partner, LP
 
Delaware
431 Railroad Avenue Property Holding, LP
 
Delaware
431 Railroad Avenue Second, LLC
 
Delaware
431 Railroad Avenue, LLC
 
Delaware
9345 PGH, LLC
 
Delaware
FI Development Services Corporation
 
Maryland
FI Development Services, L.P.
 
Delaware
FI New Jersey Exchange LLC
 
Delaware
FIFP Conyers, LLC
 
Delaware
FIP MM Aurora, LLC
 
Delaware
First Florence I Urban Renewal, LLC
 
New Jersey
First Industrial - EU, Inc.
 
Maryland
First Industrial Acquisitions II, LLC
 
Delaware
First Industrial Acquisitions, Inc.
 
Maryland
First Industrial Development Services Tampa, LLC
 
Delaware
First Industrial Finance Corporation
 
Maryland
First Industrial Financing Partnership, L.P.
 
Delaware
First Industrial Florida Finance Corporation
 
Maryland
First Industrial Harrisburg Corporation
 
Maryland
First Industrial Harrisburg L.P.
 
Delaware
First Industrial Indianapolis Corporation
 
Maryland
First Industrial Indianapolis, L.P.
 
Delaware
First Industrial Investment II, LLC
 
Delaware
First Industrial Investment Properties, Inc.
 
Maryland
First Industrial Management Services (Denver), LLC
 
Delaware
First Industrial Mortgage Corporation
 
Maryland
First Industrial Mortgage Partnership, L.P.
 
Delaware
First Industrial Pennsylvania Corporation
 
Maryland
First Industrial Pennsylvania, L.P.
 
Delaware
First Industrial Realty Trust, Inc.
 
Maryland
First Industrial Securities Corporation
 
Maryland
First Industrial Securities, L.P.
 
Delaware
First Industrial Texas LP
 
Delaware
First Industrial, L.P.
 
Delaware
First Park 94, LLC
 
Delaware
FP Fairburn, LLC
 
Delaware
FR 17825 Indian Street, LLC
 
Delaware
FR 200 Cascade, LLC
 
Delaware
FR 30311 Emerald Valley Parkway, LLC
 
Delaware
FR 30333 Emerald Valley Parkway, LLC
 
Delaware
FR 750 Gateway, LLC
 
Delaware
FR 78th Street General Partner, LP
 
Delaware
FR 78th Street Property Holding, LP
 
Delaware
FR 78th Street Second, LLC
 
Delaware





FR 78th Street, LLC
 
Delaware
FR 7900 Cochran Road, LLC
 
Delaware
FR 7905 Cochran Road, LLC
 
Delaware
FR 8751 Skinner, LLC
 
Delaware
FR ABC, LLC
 
Delaware
FR Aberdeen, LLC
 
Delaware
FR Aldrin Drive, LLC
 
Delaware
FR AZ/TX, LLC
 
Delaware
FR Bergen, LLC
 
Delaware
FR Boone, LLC
 
Delaware
FR Boulevard General Partner, LP
 
Delaware
FR Boulevard Property Holding, LP
 
Delaware
FR Boulevard Second, LLC
 
Delaware
FR Boulevard, LLC
 
Delaware
FR Bristol General Partner, LP
 
Delaware
FR Bristol Property Holding, LP
 
Delaware
FR Bristol Second, LLC
 
Delaware
FR Bristol, LLC
 
Delaware
FR Brokerage Services, Inc.
 
Maryland
FR Carter Street, LLC
 
Delaware
FR Clifton General Partner, LP
 
Delaware
FR Clifton Property Holding, LP
 
Delaware
FR Clifton Second, LLC
 
Delaware
FR Clifton, LLC
 
Delaware
FR Clubhouse LN II LLC
 
Delaware
FR CO/Tex Cuna, LLC
 
Delaware
FR Collins Industrial, LLC
 
Delaware
FR Commerce Center, LLC
 
Delaware
FR Crossroads I, LLC
 
Delaware
FR Cumberland General Partner, LP
 
Delaware
FR Cumberland Property Holding, LP
 
Delaware
FR Cumberland Second, LLC
 
Delaware
FR Cumberland, LLC
 
Delaware
FR Dallas Houston, LLC
 
Delaware
FR Danieldale Road, LLC
 
Delaware
FR Dessau Road, LLC
 
Delaware
FR Development Manager NLF, LLC
 
Delaware
FR E1 General Partner, LP
 
Delaware
FR E1 Property Holding, LP
 
Delaware
FR E1 Second, LLC
 
Delaware
FR E1, LLC
 
Delaware
FR E2 General Partner, LP
 
Delaware
FR E2 Property Holding, LP
 
Delaware
FR E2 Second, LLC
 
Delaware
FR E2, LLC
 
Delaware
FR E3 General Partner, LP
 
Delaware
FR E3 Property Holding, LP
 
Delaware
FR E3 Second, LLC
 
Delaware
FR E3, LLC
 
Delaware
FR East Sam Houston Parkway, LLC
 
Delaware





FR Engineer Street, LLC
 
Delaware
FR Executive, LLC
 
Delaware
FR Feehanville, LLC
 
Delaware
FR First Avenue General Partner, LP
 
Delaware
FR First Avenue Property Holding, LP
 
Delaware
FR First Avenue Second, LLC
 
Delaware
FR First Avenue, LLC
 
Delaware
FR Frederick, LLC
 
Delaware
FR Gateway Commerce Center, LLC
 
Delaware
FR Georgia, LLC
 
Delaware
FR Gilroy LLC
 
Delaware
FR Hagerstown, LLC
 
Delaware
FR Hunt Valley II LLC
 
Delaware
FR Hunt Valley LLC
 
Delaware
FR Investment Properties, LLC
 
Delaware
FR Jessup General Partner, LP
 
Delaware
FR Jessup Property Holding, LP
 
Delaware
FR Jessup Second, LLC
 
Delaware
FR Jessup, LLC
 
Delaware
FR JH 10 MM, LLC
 
Delaware
FR JH 10, LLC
 
Delaware
FR JH 12 MM, LLC
 
Delaware
FR JH 12, LLC
 
Delaware
FR Leo Lane General Partner, LP
 
Delaware
FR Leo Lane Property Holding, LP
 
Delaware
FR Leo Lane Second, LLC
 
Delaware
FR Leo Lane, LLC
 
Delaware
FR Loveton LLC
 
Delaware
FR Main Street, LLC
 
Delaware
FR Manchester General Partner, LP
 
Delaware
FR Manchester Property Holding, LP
 
Delaware
FR Manchester Second, LLC
 
Delaware
FR Manchester, LLC
 
Delaware
FR Massachusetts 7, LLC
 
Delaware
FR McCormick Road II LLC
 
Delaware
FR McFadden General Partner, LP
 
Delaware
FR McFadden Property Holding, LP
 
Delaware
FR McFadden Second, LLC
 
Delaware
FR MD Land I LLC
 
Delaware
FR Menomonee Falls, LLC
 
Delaware
FR Museum Road General Partner, LP
 
Delaware
FR Museum Road Property Holding, LP
 
Delaware
FR Museum Road Second, LLC
 
Delaware
FR Museum Road, LLC
 
Delaware
FR National Life Harrisburg, LLC
 
Delaware
FR National Life, LLC
 
Delaware
FR Northwest L Street, LLC
 
Delaware
FR Old Post Road, LLC
 
Delaware
FR Orlando, LLC
 
Delaware
FR Park Plaza, LLC
 
Delaware





FR Peebles Drive, LLC
 
Delaware
FR Pennsauken Airport Central, LLC
 
Delaware
FR Pepper Road LLC
 
Delaware
FR Pinson Valley, LLC
 
Delaware
FR PV 303 LLC
 
Delaware
FR Rancho Conejo, LLC
 
Delaware
FR Randolph Drive, LLC
 
Virginia
FR Red Lion General Partner, LP
 
Delaware
FR Red Lion Property Holding, LP
 
Delaware
FR Red Lion Second, LLC
 
Delaware
FR Relizon, LLC
 
Delaware
FR Roswell, LLC
 
Delaware
FR Sears Drive, LLC
 
Michigan
FR Shader Road, LLC
 
Delaware
FR Southgate Washington, LLC
 
Delaware
FR Summit, LLC
 
Virginia
FR Texas GP, LLC
 
Delaware
FR Texas LP, LLC
 
Delaware
FR The Ranch, LLC
 
Delaware
FR Washington Street, LLC
 
Delaware
FR Welsh Bindery, LLC
 
Delaware
FR Woodridge Land, LLC
 
Delaware
FR Woodridge LLC
 
Delaware
FR York General Partner, LP
 
Delaware
FR York Property Holding, LP
 
Delaware
FR York Second, LLC
 
Delaware
FR York, LLC
 
Delaware
Fraser Aurora, LLC
 
Delaware
FR-Kenosha, LLC
 
Delaware
FRV CO, LLC
 
Delaware
FRV IN, LLC
 
Delaware
HQ Lemont, LLC
 
Delaware
Lavergne Lemont, LLC
 
Delaware
LPF 10100 Kenosha, LLC
 
Delaware
Pewaukee Maple Grove, LLC
 
Delaware
Princeton Glendale, LLC
 
Delaware
Sigman Conyers, LLC
 
Delaware
TK-SV, Ltd.
 
Florida


Exhibit


EXHIBIT 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (File No.’s 33-95190, 333-03999, 333-21887, 333-53835, 333-57355, 333-64743, 333-38850, 333-70638, 333-104211, 333-142472, 333-142474 and 333-194527) and on Form S-8 (File No.’s 333-36699, 333-45317, 333-67824, 333-166489, 333-180724 and 333-195760) of First Industrial Realty Trust, Inc. of our report dated February 23, 2017 relating to the consolidated financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Form 10-K.
/s/ PricewaterhouseCoopers LLP
Chicago, Illinois
February 23, 2017



Exhibit


EXHIBIT 23.2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 (File No.333-194527) of First Industrial, L.P. of our report dated February 23, 2017 relating to the consolidated financial statements, financial statement schedule and the effectiveness of internal control over financial reporting of First Industrial, L.P., which appear in this Form 10-K.
/s/ PricewaterhouseCoopers LLP
Chicago, Illinois
February 23, 2017



Exhibit


EXHIBIT 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Peter E. Baccile, certify that:
1.
I have reviewed this annual report on Form 10-K of First Industrial Realty Trust, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
Date: February 23, 2017
 
/S/ Peter E. Baccile
 
 
Peter E. Baccile
 
 
President and Chief Executive Officer
(Principal Executive Officer)


Exhibit


EXHIBIT 31.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Scott A. Musil, certify that:
1.
I have reviewed this annual report on Form 10-K of First Industrial Realty Trust, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
Date: February 23, 2017
 
/S/ SCOTT A. MUSIL
 
 
Scott A. Musil
 
 
Chief Financial Officer
(Principal Financial and Accounting Officer)


Exhibit


EXHIBIT 31.3
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Peter E. Baccile, certify that:
1.
I have reviewed this annual report on Form 10-K of First Industrial, L.P.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-l5(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 23, 2017
 
/S/ PETER E. BACCILE
 
 
Peter E. Baccile
 
 
President and Chief Executive Officer
(Principal Executive Officer)
 
 
First Industrial Realty Trust, Inc.



Exhibit


EXHIBIT 31.4
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002

I, Scott A. Musil, certify that:
1.
I have reviewed this annual report on Form 10-K of First Industrial, L.P.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-l5(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 23, 2017
 
/S/ SCOTT A. MUSIL
 
 
Scott A. Musil
 
 
Chief Financial Officer
(Principal Financial and Accounting Officer)
 
 
First Industrial Realty Trust, Inc.




Exhibit


EXHIBIT 32.1
CERTIFICATION
Accompanying Form 10-K Report
of First Industrial Realty Trust, Inc.
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(Chapter 63, Title 18 U.S.C. §1350(a) and (b))
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chapter 63, Title 18 U.S.C. §1350(a) and (b)), each of the undersigned hereby certifies, to his knowledge, that the Annual Report on Form 10-K for the period ended December 31, 2016 of First Industrial Realty Trust, Inc. (the “Company”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: February 23, 2017
 
/S/ PETER E. BACCILE
 
 
Peter E. Baccile
 
 
President and Chief Executive Officer
(Principal Executive Officer)
 
Dated: February 23, 2017
 
/S/ SCOTT A. MUSIL
 
 
Scott A. Musil
 
 
Chief Financial Officer
(Principal Financial and Accounting Officer)
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. The information contained in this written statement shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference to such filing.


Exhibit


EXHIBIT 32.2
CERTIFICATION
Accompanying Form 10-K Report
of First Industrial, L.P.
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(Chapter 63, Title 18 U.S.C. §1350(a) and (b))
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chapter 63, Title 18 U.S.C. §1350(a) and (b)), each of the undersigned hereby certifies, to his knowledge, that the Annual Report on Form 10-K for the period ended December 31, 2016 of First Industrial, L.P. (the “Operating Partnership”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Operating Partnership.
 
Dated: February 23, 2017
 
 
/S/ PETER E. BACCILE     
 
 
 
Peter E. Baccile
 
 
 
President and Chief Executive Officer
(Principal Executive Officer)
 
 
 
First Industrial Realty Trust, Inc.
 
 
 
 
 
 
 
Dated: February 23, 2017
 
 
/S/ SCOTT A. MUSIL        
 
 
 
Scott A. Musil
 
 
 
Chief Financial Officer
(Principal Financial and Accounting Officer)
 
 
 
First Industrial Realty Trust, Inc.
A signed original of this written statement required by Section 906 has been provided to the Operating Partnership and will be retained by the Operating Partnership and furnished to the Securities and Exchange Commission or its staff upon request. The information contained in this written statement shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference to such filing.