|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
First Industrial Realty Trust, Inc.
|
|
|
||
First Industrial, L.P.
|
|
|
||
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
Title of each class:
|
Trading Symbol(s):
|
Name of each exchange on which registered:
|
||
|
|
|
First Industrial Realty Trust, Inc.
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☑
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No
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☐
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First Industrial, L.P.
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☑
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No
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☐
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First Industrial Realty Trust, Inc.
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☑
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No
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☐
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First Industrial, L.P.
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☑
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No
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☐
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First Industrial Realty Trust, Inc.:
|
|||||||
|
☑
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Accelerated filer
|
☐
|
||||
Non-accelerated filer
|
☐
|
(Do not check if a smaller reporting company)
|
Smaller reporting company
|
|
|||
Emerging growth company
|
|
First Industrial, L.P.:
|
|||||||
Large accelerated filer
|
☐
|
|
☑
|
||||
Non-accelerated filer
|
☐
|
(Do not check if a smaller reporting company)
|
Smaller reporting company
|
|
|||
Emerging growth company
|
|
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First Industrial Realty Trust, Inc.
|
Yes
|
☐
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No
|
☐
|
First Industrial, L.P.
|
Yes
|
☐
|
No
|
☐
|
First Industrial Realty Trust, Inc.
|
Yes
|
|
No
|
☑
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First Industrial, L.P.
|
Yes
|
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No
|
☑
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•
|
Stockholders' Equity, Noncontrolling Interest and Partners' Capital.
The 2.1% equity interest in the Operating Partnership held by entities other than the Company is classified within partners' capital in the Operating Partnership's financial statements and as a noncontrolling interest in the Company's financial statements.
|
•
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Relationship to Other Real Estate Partnerships.
The Company's operations are conducted primarily through the Operating Partnership and its subsidiaries, although 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.
|
•
|
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
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•
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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.
|
•
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consolidated financial statements;
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•
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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
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•
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a combined Management's Discussion and Analysis of Financial Condition and Results of Operations section that includes distinct information related to each entity.
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Page
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First Industrial Realty Trust, Inc.
|
||
First Industrial, L.P.
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||
First Industrial Realty Trust, Inc. and First Industrial, L.P.
|
||
Item 1.
|
Financial Statements
|
March 31, 2020
|
December 31, 2019
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||||||
(Unaudited)
|
|||||||
ASSETS
|
|||||||
Assets:
|
|||||||
Investment in Real Estate:
|
|||||||
Land
|
$
|
|
|
$
|
|
|
|
Buildings and Improvements
|
|
|
|
|
|||
Construction in Progress
|
|
|
|
|
|||
Less: Accumulated Depreciation
|
(
|
)
|
(
|
)
|
|||
Net Investment in Real Estate
|
|
|
|
|
|||
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $4,597 and $0
|
|
|
|
|
|||
Operating Lease Right-of-Use Assets
|
|
|
|
|
|||
Cash and Cash Equivalents
|
|
|
|
|
|||
Restricted Cash
|
|
|
|
|
|||
Tenant Accounts Receivable
|
|
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|
|||
Investment in Joint Venture
|
|
|
|
|
|||
Deferred Rent Receivable
|
|
|
|
|
|||
Deferred Leasing Intangibles, Net
|
|
|
|
|
|||
Prepaid Expenses and Other Assets, Net
|
|
|
|
|
|||
Total Assets
|
$
|
|
|
$
|
|
|
|
LIABILITIES AND EQUITY
|
|||||||
Liabilities:
|
|||||||
Indebtedness:
|
|||||||
Mortgage Loans Payable, Net
|
$
|
|
|
$
|
|
|
|
Senior Unsecured Notes, Net
|
|
|
|
|
|||
Unsecured Term Loans, Net
|
|
|
|
|
|||
Unsecured Credit Facility
|
|
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|
|||
Accounts Payable, Accrued Expenses and Other Liabilities
|
|
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|
|||
Operating Lease Liabilities
|
|
|
|
|
|||
Deferred Leasing Intangibles, Net
|
|
|
|
|
|||
Rents Received in Advance and Security Deposits
|
|
|
|
|
|||
Dividends and Distributions Payable
|
|
|
|
|
|||
Total Liabilities
|
|
|
|
|
|||
Commitments and Contingencies
|
|
|
|
|
|||
Equity:
|
|||||||
First Industrial Realty Trust Inc.'s Stockholders' Equity:
|
|||||||
Common Stock ($0.01 par value, 225,000,000 shares authorized and 127,207,645 and 126,994,478 shares issued and outstanding)
|
|
|
|
|
|||
Additional Paid-in-Capital
|
|
|
|
|
|||
Distributions in Excess of Accumulated Earnings
|
(
|
)
|
(
|
)
|
|||
Accumulated Other Comprehensive Loss
|
(
|
)
|
(
|
)
|
|||
Total First Industrial Realty Trust, Inc.'s Stockholders' Equity
|
|
|
|
|
|||
Noncontrolling Interest
|
|
|
|
|
|||
Total Equity
|
|
|
|
|
|||
Total Liabilities and Equity
|
$
|
|
|
$
|
|
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
Revenues:
|
|||||||
Lease Revenue
|
$
|
|
|
$
|
|
|
|
Other Revenue
|
|
|
|
|
|||
Total Revenues
|
|
|
|
|
|||
Expenses:
|
|||||||
Property Expenses
|
|
|
|
|
|||
General and Administrative
|
|
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|
|
|||
Depreciation and Other Amortization
|
|
|
|
|
|||
Total Expenses
|
|
|
|
|
|||
Other Income (Expense):
|
|||||||
Gain (Loss) on Sale of Real Estate
|
|
|
(
|
)
|
|||
Interest Expense
|
(
|
)
|
(
|
)
|
|||
Amortization of Debt Issuance Costs
|
(
|
)
|
(
|
)
|
|||
Total Other Income (Expense)
|
|
|
(
|
)
|
|||
Income from Operations Before Equity in (Loss) Income of Joint Venture and Income Tax Benefit (Provision)
|
|
|
|
|
|||
Equity in (Loss) Income of Joint Venture
|
(
|
)
|
|
|
|||
Income Tax Benefit (Provision)
|
|
|
(
|
)
|
|||
Net Income
|
|
|
|
|
|||
Less: Net Income Attributable to the Noncontrolling Interest
|
(
|
)
|
(
|
)
|
|||
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities
|
$
|
|
|
$
|
|
|
|
Basic and Diluted Earnings Per Share:
|
|||||||
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders
|
$
|
|
|
$
|
|
|
|
Weighted Average Shares Outstanding - Basic
|
|
|
|
|
|||
Weighted Average Shares Outstanding - Diluted
|
|
|
|
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
Net Income
|
$
|
|
|
$
|
|
|
|
Mark-to-Market Loss on Derivative Instruments
|
(
|
)
|
(
|
)
|
|||
Amortization of Derivative Instruments
|
|
|
|
|
|||
Comprehensive Income
|
|
|
|
|
|||
Comprehensive Income Attributable to Noncontrolling Interest
|
(
|
)
|
(
|
)
|
|||
Comprehensive Income Attributable to First Industrial Realty Trust, Inc.
|
$
|
|
|
$
|
|
|
Three Months Ended March 31, 2020:
|
Common
Stock
|
Additional
Paid-in-
Capital
|
Distributions
in Excess of
Accumulated
Earnings
|
Accumulated
Other
Comprehensive
Loss
|
Noncontrolling
Interest
|
Total
|
|||||||||||
Balance as of December 31, 2019
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
|||||
Net Income
|
—
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|||||
Other Comprehensive Loss
|
—
|
|
—
|
|
—
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||
Stock Based Compensation Activity
|
|
|
(
|
)
|
(
|
)
|
—
|
|
|
|
(
|
)
|
|||||
Common Stock Dividends and Unit Distributions ($0.25 Per Share/Unit)
|
—
|
|
—
|
|
(
|
)
|
—
|
|
(
|
)
|
(
|
)
|
|||||
Conversion of Limited Partner Units to Common Stock
|
|
|
|
|
—
|
|
—
|
|
(
|
)
|
|
|
|||||
Reallocation - Additional Paid-in-Capital
|
—
|
|
(
|
)
|
—
|
|
—
|
|
|
|
|
|
|||||
Reallocation - Other Comprehensive Income
|
—
|
|
—
|
|
—
|
|
|
|
(
|
)
|
|
|
|||||
Balance as of March 31, 2020
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
Three Months Ended March 31, 2019:
|
Common
Stock
|
Additional
Paid-in-
Capital
|
Distributions
in Excess of
Accumulated
Earnings
|
Accumulated
Other
Comprehensive
Income (Loss)
|
Noncontrolling
Interest
|
Total
|
|||||||||||
Balance as of December 31, 2018
|
|
|
|
|
(
|
)
|
|
|
|
|
|
|
|||||
Net Income
|
—
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|||||
Other Comprehensive Loss
|
—
|
|
—
|
|
—
|
|
(
|
)
|
(
|
)
|
(
|
)
|
|||||
Stock Based Compensation Activity
|
|
|
(
|
)
|
(
|
)
|
—
|
|
|
|
(
|
)
|
|||||
Common Stock Dividends and Unit Distributions ($0.23 Per Share/Unit)
|
—
|
|
—
|
|
(
|
)
|
—
|
|
(
|
)
|
(
|
)
|
|||||
Reallocation - Additional Paid-in-Capital
|
—
|
|
(
|
)
|
—
|
|
—
|
|
|
|
|
|
|||||
Reallocation - Other Comprehensive Income
|
—
|
|
—
|
|
—
|
|
(
|
)
|
|
|
|
|
|||||
Balance as of March 31, 2019
|
|
|
|
|
(
|
)
|
(
|
)
|
|
|
|
|
FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
|
|||||||
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|||||||
Net Income
|
$
|
|
|
$
|
|
|
|
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
|
|||||||
Depreciation
|
|
|
|
|
|||
Amortization of Debt Issuance Costs
|
|
|
|
|
|||
Other Amortization, including Stock Based Compensation
|
|
|
|
|
|||
Equity in Loss (Income) of Joint Venture
|
|
|
(
|
)
|
|||
Distributions from Joint Venture
|
|
|
|
|
|||
(Gain) Loss on Sale of Real Estate
|
(
|
)
|
|
|
|||
Straight-line Rental Income and Expense, Net
|
(
|
)
|
(
|
)
|
|||
Increase in Tenant Accounts Receivable and Prepaid Expenses and Other Assets, Net
|
(
|
)
|
(
|
)
|
|||
Decrease in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits
|
(
|
)
|
(
|
)
|
|||
Net Cash Provided by Operating Activities
|
|
|
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|||||||
Acquisitions of Real Estate
|
(
|
)
|
(
|
)
|
|||
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs
|
(
|
)
|
(
|
)
|
|||
Net Proceeds from Sales of Investments in Real Estate
|
|
|
|
|
|||
Contributions to and Investments in Joint Venture
|
(
|
)
|
|
|
|||
Distributions from Joint Venture
|
|
|
|
|
|||
Deposits on Future Acquisitions and Other Investing Activity
|
(
|
)
|
(
|
)
|
|||
Net Cash Used in Investing Activities
|
(
|
)
|
(
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|||||||
Tax Paid on Shares Withheld
|
(
|
)
|
(
|
)
|
|||
Common Stock Dividends and Unit Distributions Paid
|
(
|
)
|
(
|
)
|
|||
Repayments on Mortgage Loans Payable
|
(
|
)
|
(
|
)
|
|||
Proceeds from Unsecured Credit Facility
|
|
|
|
|
|||
Repayments on Unsecured Credit Facility
|
(
|
)
|
(
|
)
|
|||
Net Cash Provided by (Used in) Financing Activities
|
|
|
(
|
)
|
|||
Net Decrease in Cash, Cash Equivalents and Restricted Cash
|
(
|
)
|
(
|
)
|
|||
Cash, Cash Equivalents and Restricted Cash, Beginning of Year
|
|
|
|
|
|||
Cash, Cash Equivalents and Restricted Cash, End of Period
|
$
|
|
|
$
|
|
|
|
FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Unaudited; in thousands)
|
|||||||
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
|
|||||||
Interest Expense Capitalized in Connection with Development Activity
|
$
|
|
|
$
|
|
|
|
Cash Paid for Operating Lease Liabilities
|
$
|
|
|
$
|
|
|
|
Supplemental Schedule of Non-Cash Operating Activities:
|
|||||||
Operating Lease Liabilities Arising from Obtaining Right-of-Use Assets
|
$
|
|
|
$
|
|
|
|
Supplemental Schedule of Non-Cash Investing and Financing Activities:
|
|||||||
Common Stock Dividends and Unit Distributions Payable
|
$
|
|
|
$
|
|
|
|
Exchange of Limited Partnership Units for Common Stock:
|
|||||||
Noncontrolling Interest
|
$
|
(
|
)
|
$
|
|
|
|
Common Stock
|
|
|
|
|
|||
Additional Paid-in-Capital
|
|
|
|
|
|||
Total
|
$
|
|
|
$
|
|
|
|
Assumption of Liabilities in Connection with the Acquisition of Real Estate
|
$
|
|
|
$
|
|
|
|
Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate
|
$
|
|
|
$
|
|
|
|
Write-off of Fully Depreciated Assets
|
$
|
(
|
)
|
$
|
(
|
)
|
March 31, 2020
|
December 31, 2019
|
||||||
(Unaudited)
|
|||||||
ASSETS
|
|||||||
Assets:
|
|||||||
Investment in Real Estate:
|
|||||||
Land
|
$
|
|
|
$
|
|
|
|
Buildings and Improvements
|
|
|
|
|
|||
Construction in Progress
|
|
|
|
|
|||
Less: Accumulated Depreciation
|
(
|
)
|
(
|
)
|
|||
Net Investment in Real Estate (including $242,214 and $240,847 related to consolidated variable interest entities, see Note 5)
|
|
|
|
|
|||
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $4,597 and $0
|
|
|
|
|
|||
Operating Lease Right-of-Use Assets
|
|
|
|
|
|||
Cash and Cash Equivalents
|
|
|
|
|
|||
Restricted Cash
|
|
|
|
|
|||
Tenant Accounts Receivable
|
|
|
|
|
|||
Investment in Joint Venture
|
|
|
|
|
|||
Deferred Rent Receivable
|
|
|
|
|
|||
Deferred Leasing Intangibles, Net
|
|
|
|
|
|||
Prepaid Expenses and Other Assets, Net
|
|
|
|
|
|||
Total Assets
|
$
|
|
|
$
|
|
|
|
LIABILITIES AND PARTNERS' CAPITAL
|
|||||||
Liabilities:
|
|||||||
Indebtedness:
|
|||||||
Mortgage Loans Payable, Net (including $10,928 and $11,009 related to consolidated variable interest entities, see Note 5)
|
$
|
|
|
$
|
|
|
|
Senior Unsecured Notes, Net
|
|
|
|
|
|||
Unsecured Term Loans, Net
|
|
|
|
|
|||
Unsecured Credit Facility
|
|
|
|
|
|||
Accounts Payable, Accrued Expenses and Other Liabilities
|
|
|
|
|
|||
Operating Lease Liabilities
|
|
|
|
|
|||
Deferred Leasing Intangibles, Net
|
|
|
|
|
|||
Rents Received in Advance and Security Deposits
|
|
|
|
|
|||
Distributions Payable
|
|
|
|
|
|||
Total Liabilities
|
|
|
|
|
|||
Commitments and Contingencies
|
|
|
|
|
|||
Partners' Capital:
|
|||||||
First Industrial, L.P.'s Partners' Capital:
|
|||||||
General Partner Units (127,207,645 and 126,994,478 units outstanding)
|
|
|
|
|
|||
Limited Partners Units (2,706,760 and 2,422,744 units outstanding)
|
|
|
|
|
|||
Accumulated Other Comprehensive Loss
|
(
|
)
|
(
|
)
|
|||
Total First Industrial L.P.'s Partners' Capital
|
|
|
|
|
|||
Noncontrolling Interest
|
|
|
|
|
|||
Total Partners' Capital
|
|
|
|
|
|||
Total Liabilities and Partners' Capital
|
$
|
|
|
$
|
|
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
Revenues:
|
|||||||
Lease Revenue
|
$
|
|
|
$
|
|
|
|
Other Revenue
|
|
|
|
|
|||
Total Revenues
|
|
|
|
|
|||
Expenses:
|
|||||||
Property Expenses
|
|
|
|
|
|||
General and Administrative
|
|
|
|
|
|||
Depreciation and Other Amortization
|
|
|
|
|
|||
Total Expenses
|
|
|
|
|
|||
Other Income (Expense):
|
|||||||
Gain (Loss) on Sale of Real Estate
|
|
|
(
|
)
|
|||
Interest Expense
|
(
|
)
|
(
|
)
|
|||
Amortization of Debt Issuance Costs
|
(
|
)
|
(
|
)
|
|||
Total Other Income (Expense)
|
|
|
(
|
)
|
|||
Income from Operations Before Equity in (Loss) Income of Joint Venture and Income Tax Benefit (Provision)
|
|
|
|
|
|||
Equity in (Loss) Income of Joint Venture
|
(
|
)
|
|
|
|||
Income Tax Benefit (Provision)
|
|
|
(
|
)
|
|||
Net Income
|
|
|
|
|
|||
Less: Net Income Attributable to the Noncontrolling Interest
|
(
|
)
|
(
|
)
|
|||
Net Income Available to Unitholders and Participating Securities
|
$
|
|
|
$
|
|
|
|
Basic and Diluted Earnings Per Unit:
|
|||||||
Net Income Available to Unitholders
|
$
|
|
|
$
|
|
|
|
Weighted Average Units Outstanding - Basic
|
|
|
|
|
|||
Weighted Average Units Outstanding - Diluted
|
|
|
|
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
Net Income
|
$
|
|
|
$
|
|
|
|
Mark-to-Market Loss on Derivative Instruments
|
(
|
)
|
(
|
)
|
|||
Amortization of Derivative Instruments
|
|
|
|
|
|||
Comprehensive Income
|
$
|
|
|
$
|
|
|
|
Comprehensive Income Attributable to Noncontrolling Interest
|
(
|
)
|
(
|
)
|
|||
Comprehensive Income Attributable to Unitholders
|
$
|
|
|
$
|
|
|
Three Months Ended March 31, 2020:
|
General
Partner
Units
|
Limited
Partner
Units
|
Accumulated
Other
Comprehensive
Loss
|
Noncontrolling Interest
|
Total
|
||||||||||||||
Balance as of December 31, 2019
|
$
|
|
|
$
|
|
|
$
|
(
|
)
|
$
|
|
|
$
|
|
|
||||
Net Income
|
|
|
|
|
—
|
|
|
|
|
|
|||||||||
Other Comprehensive Loss
|
—
|
|
—
|
|
(
|
)
|
—
|
|
(
|
)
|
|||||||||
Stock Based Compensation Activity
|
(
|
)
|
|
|
—
|
|
—
|
|
(
|
)
|
|||||||||
Unit Distributions ($0.25 Per Unit)
|
(
|
)
|
(
|
)
|
—
|
|
—
|
|
(
|
)
|
|||||||||
Conversion of Limited Partner Units to General Partner Units
|
|
|
(
|
)
|
—
|
|
—
|
|
|
|
|||||||||
Contributions from Noncontrolling Interest
|
—
|
|
—
|
|
—
|
|
|
|
|
|
|||||||||
Distributions to Noncontrolling Interest
|
|
|
|
|
—
|
|
(
|
)
|
(
|
)
|
|||||||||
Balance as of March 31, 2020
|
$
|
|
|
$
|
|
|
$
|
(
|
)
|
$
|
|
|
$
|
|
|
Three Months Ended March 31, 2019:
|
General
Partner
Units
|
Limited
Partner
Units
|
Accumulated
Other
Comprehensive
Income (Loss)
|
Noncontrolling Interest
|
Total
|
||||||||||||||
Balance as of December 31, 2018
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
||||
Net Income
|
|
|
|
|
—
|
|
|
|
|
|
|||||||||
Other Comprehensive Loss
|
—
|
|
—
|
|
(
|
)
|
—
|
|
(
|
)
|
|||||||||
Stock Based Compensation Activity
|
(
|
)
|
|
|
—
|
|
—
|
|
(
|
)
|
|||||||||
Unit Distributions ($0.23 Per Unit)
|
(
|
)
|
(
|
)
|
—
|
|
—
|
|
(
|
)
|
|||||||||
Distributions to Noncontrolling Interest
|
—
|
|
—
|
|
—
|
|
(
|
)
|
(
|
)
|
|||||||||
Balance as of March 31, 2019
|
$
|
|
|
$
|
|
|
$
|
(
|
)
|
$
|
|
|
$
|
|
|
FIRST INDUSTRIAL, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
|
|||||||
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|||||||
Net Income
|
$
|
|
|
$
|
|
|
|
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
|
|||||||
Depreciation
|
|
|
|
|
|||
Amortization of Debt Issuance Costs
|
|
|
|
|
|||
Other Amortization, including Stock Based Compensation
|
|
|
|
|
|||
Equity in Loss (Income) of Joint Venture
|
|
|
(
|
)
|
|||
Distributions from Joint Venture
|
|
|
|
|
|||
(Gain) Loss on Sale of Real Estate
|
(
|
)
|
|
|
|||
Straight-line Rental Income and Expense, Net
|
(
|
)
|
(
|
)
|
|||
Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net
|
(
|
)
|
(
|
)
|
|||
Decrease in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits
|
(
|
)
|
(
|
)
|
|||
Net Cash Provided by Operating Activities
|
|
|
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|||||||
Acquisitions of Real Estate
|
(
|
)
|
(
|
)
|
|||
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs
|
(
|
)
|
(
|
)
|
|||
Net Proceeds from Sales of Investments in Real Estate
|
|
|
|
|
|||
Contributions to and Investments in Joint Venture
|
(
|
)
|
|
|
|||
Distributions from Joint Venture
|
|
|
|
|
|||
Deposits on Future Acquisitions and Other Investing Activity
|
(
|
)
|
(
|
)
|
|||
Net Cash Used in Investing Activities
|
(
|
)
|
(
|
)
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|||||||
Tax Paid on Units Withheld
|
(
|
)
|
(
|
)
|
|||
Unit Distributions Paid
|
(
|
)
|
(
|
)
|
|||
Contributions from Noncontrolling Interests
|
|
|
|
|
|||
Distributions to Noncontrolling Interests
|
(
|
)
|
(
|
)
|
|||
Repayments on Mortgage Loans Payable
|
(
|
)
|
(
|
)
|
|||
Proceeds from Unsecured Credit Facility
|
|
|
|
|
|||
Repayments on Unsecured Credit Facility
|
(
|
)
|
(
|
)
|
|||
Net Cash Provided by (Used in) Financing Activities
|
|
|
(
|
)
|
|||
Net Decrease in Cash, Cash Equivalents and Restricted Cash
|
(
|
)
|
(
|
)
|
|||
Cash, Cash Equivalents and Restricted Cash, Beginning of Year
|
|
|
|
|
|||
Cash, Cash Equivalents and Restricted Cash, End of Period
|
$
|
|
|
$
|
|
|
|
FIRST INDUSTRIAL, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Unaudited; in thousands)
|
|||||||
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
|
|||||||
Interest Expense Capitalized in Connection with Development Activity
|
$
|
|
|
$
|
|
|
|
Cash Paid for Operating Lease Liabilities
|
$
|
|
|
$
|
|
|
|
Supplemental Schedule of Non-Cash Operating Activities:
|
|||||||
Operating Lease Liabilities Arising from Obtaining Right-of-Use Assets
|
$
|
|
|
$
|
|
|
|
Supplemental Schedule of Non-Cash Investing and Financing Activities:
|
|||||||
General and Limited Partner Unit Distributions Payable
|
$
|
|
|
$
|
|
|
|
Exchange of Limited Partner Units for General Partner Units:
|
|||||||
Limited Partner Units
|
$
|
(
|
)
|
$
|
|
|
|
General Partner Units
|
|
|
|
|
|||
Total
|
$
|
|
|
$
|
|
|
|
Assumption of Liabilities in Connection with the Acquisition of Real Estate
|
$
|
|
|
$
|
|
|
|
Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate
|
$
|
|
|
$
|
|
|
|
Write-off of Fully Depreciated Assets
|
$
|
(
|
)
|
$
|
(
|
)
|
Land
|
$
|
|
|
Building and Improvements/Construction in Progress
|
|
|
|
In-Place Leases
|
|
|
|
Above Market Leases
|
|
|
|
Below Market Leases
|
(
|
)
|
|
Other Assets (leasing commissions)
|
|
|
|
Total Purchase Price
|
$
|
|
|
|
Outstanding Balance at
|
Interest
Rate at March 31, 2020 |
Effective
Interest
Rate at
Issuance
|
Maturity
Date
|
|||||||||
|
March 31, 2020
|
December 31, 2019
|
|||||||||||
Mortgage Loans Payable, Gross
|
$
|
|
|
$
|
|
|
4.03% – 6.50%
|
4.03% – 6.50%
|
July 2020 –
August 2028
|
||||
Unamortized Debt Issuance Costs
|
(
|
)
|
(
|
)
|
|||||||||
Mortgage Loans Payable, Net
|
$
|
|
|
$
|
|
|
|||||||
Senior Unsecured Notes, Gross
|
|||||||||||||
2027 Notes
|
|
|
|
|
|
|
|
||||||
2028 Notes
|
|
|
|
|
|
|
|
||||||
2032 Notes
|
|
|
|
|
|
|
|
||||||
2027 Private Placement Notes
|
|
|
|
|
|
|
|
||||||
2028 Private Placement Notes
|
|
|
|
|
|
|
|
||||||
2029 Private Placement Notes
|
|
|
|
|
|
|
|
||||||
2029 II Private Placement Notes
|
|
|
|
|
|
|
|
||||||
2030 Private Placement Notes
|
|
|
|
|
|
|
|
||||||
Subtotal
|
$
|
|
|
$
|
|
|
|||||||
Unamortized Debt Issuance Costs
|
(
|
)
|
(
|
)
|
|||||||||
Unamortized Discounts
|
(
|
)
|
(
|
)
|
|||||||||
Senior Unsecured Notes, Net
|
$
|
|
|
$
|
|
|
|||||||
Unsecured Term Loans, Gross
|
|
|
|||||||||||
2014 Unsecured Term Loan
(A)
|
$
|
|
|
$
|
|
|
|
N/A
|
|
||||
2015 Unsecured Term Loan
(A)
|
|
|
|
|
|
N/A
|
|
||||||
Subtotal
|
$
|
|
|
$
|
|
|
|
|
|
||||
Unamortized Debt Issuance Costs
|
(
|
)
|
(
|
)
|
|||||||||
Unsecured Term Loans, Net
|
$
|
|
|
$
|
|
|
|||||||
Unsecured Credit Facility
(B)
|
$
|
|
|
$
|
|
|
|
N/A
|
|
|
Amount
|
||
Remainder of 2020
|
$
|
|
|
2021
|
|
|
|
2022
|
|
|
|
2023
|
|
|
|
2024
|
|
|
|
Thereafter
|
|
|
|
Total
|
$
|
|
|
|
March 31, 2020
|
December 31, 2019
|
|||||||||||||
|
Carrying
Amount
(A)
|
Fair
Value
|
Carrying
Amount
(A)
|
Fair
Value
|
|||||||||||
Mortgage Loans Payable, Net
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
|||
Senior Unsecured Notes, Net
|
|
|
|
|
|
|
|
|
|||||||
Unsecured Term Loans
|
|
|
|
|
|
|
|
|
|||||||
Unsecured Credit Facility
|
|
|
|
|
|
|
|
|
|||||||
Total
|
$
|
|
|
$
|
|
|
$
|
|
|
$
|
|
|
March 31, 2020
|
December 31, 2019
|
||||||
ASSETS
|
|||||||
Assets:
|
|||||||
Net Investment in Real Estate
|
$
|
|
|
$
|
|
|
|
Other Assets, Net
|
|
|
|
|
|||
Total Assets
|
$
|
|
|
$
|
|
|
|
LIABILITIES AND PARTNERS' CAPITAL
|
|||||||
Liabilities:
|
|||||||
Mortgage Loans Payable, Net
|
$
|
|
|
$
|
|
|
|
Other Liabilities, Net
|
|
|
|
|
|||
Partners' Capital
|
|
|
|
|
|||
Total Liabilities and Partners' Capital
|
$
|
|
|
$
|
|
|
Derivative Instruments
|
Accumulated Other Comprehensive Loss of the Operating Partnership
|
Comprehensive Loss Attributable to Noncontrolling Interest of the Company
|
Accumulated Other Comprehensive Loss of the Company
|
||||||||||||
Balance as of December 31, 2019
|
$
|
(
|
)
|
$
|
(
|
)
|
$
|
|
|
$
|
(
|
)
|
|||
Other Comprehensive Loss Before Reclassifications
|
(
|
)
|
(
|
)
|
|
|
(
|
)
|
|||||||
Amounts Reclassified from Accumulated Other Comprehensive (Loss) Income
|
|
|
|
|
|
|
|
|
|||||||
Net Current Period Other Comprehensive Loss
|
(
|
)
|
(
|
)
|
|
|
(
|
)
|
|||||||
Balance as of March 31, 2020
|
$
|
(
|
)
|
$
|
(
|
)
|
$
|
|
|
$
|
(
|
)
|
Amounts Reclassified from Accumulated
Other Comprehensive Loss
|
||||||||||
Details about Accumulated
Other Comprehensive Income Components
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
Affected Line Items in the
Consolidated Statements of Operations
|
|||||||
Derivative Instruments:
|
||||||||||
Amortization of Previously Settled Derivative Instruments
|
$
|
|
|
$
|
|
|
Interest Expense
|
|||
Net Settlement Payments (Receipts) to our Counterparties
|
|
|
(
|
)
|
Interest Expense
|
|||||
Total
|
$
|
|
|
$
|
(
|
)
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
Numerator:
|
|||||||
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities
|
$
|
|
|
$
|
|
|
|
Net Income Allocable to Participating Securities
|
(
|
)
|
(
|
)
|
|||
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders
|
$
|
|
|
$
|
|
|
|
Denominator (In Thousands):
|
|||||||
Weighted Average Shares - Basic
|
|
|
|
|
|||
Effect of Dilutive Securities:
|
|||||||
Performance Units (See Note 9)
|
|
|
|
|
|||
Weighted Average Shares - Diluted
|
|
|
|
|
|||
Basic and Diluted EPS:
|
|||||||
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders
|
$
|
|
|
$
|
|
|
Three Months Ended March 31, 2020
|
Three Months Ended March 31, 2019
|
||||||
Numerator:
|
|||||||
Net Income Available to Unitholders and Participating Securities
|
$
|
|
|
$
|
|
|
|
Net Income Allocable to Participating Securities
|
(
|
)
|
(
|
)
|
|||
Net Income Available to Unitholders
|
$
|
|
|
$
|
|
|
|
Denominator (In Thousands):
|
|||||||
Weighted Average Units - Basic
|
|
|
|
|
|||
Effect of Dilutive Securities:
|
|||||||
Performance Units and certain Performance RLP Units (See Note 6)
|
|
|
|
|
|||
Weighted Average Units - Diluted
|
|
|
|
|
|||
Basic and Diluted EPU:
|
|||||||
Net Income Available to Unitholders
|
$
|
|
|
$
|
|
|
|
|
Fair Value Measurements:
|
||||||||||||
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:
|
||||||||||||||
Liabilities:
|
||||||||||||||
2014 Swaps
|
$
|
(
|
)
|
|
|
$
|
(
|
)
|
|
|
||||
2015 Swaps
|
$
|
(
|
)
|
|
|
$
|
(
|
)
|
|
|
||||
2020 Swap
|
$
|
(
|
)
|
|
|
$
|
(
|
)
|
|
|
||||
2021 Swaps
|
$
|
(
|
)
|
|
|
$
|
(
|
)
|
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
•
|
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;
|
•
|
our ability to retain 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;
|
•
|
our ability to identify, acquire, develop and/or manage properties on favorable terms;
|
•
|
our ability to dispose of properties on favorable terms;
|
•
|
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;
|
•
|
the uncertainty and economic impact of pandemics, epidemics or other public health emergencies or fear of such events, such as the recent outbreak of COVID-19;
|
•
|
potential natural disasters and other potentially catastrophic events such as acts of war and/or terrorism;
|
•
|
litigation, including costs associated with prosecuting or defending claims and any adverse outcomes;
|
•
|
risks associated with our investments in joint ventures, including our lack of sole decision-making authority; and
|
•
|
We have received April rent payments for approximately 94% of our portfolio. April collections to-date may not be indicative of collections in any future period.
|
•
|
We have received some rent relief requests from tenants at our properties, most often in the form of rent deferral requests. We believe some of these requests are coming from tenants that have the ability to pay rent. However, we do anticipate that some rent relief requests will be granted. In addition, even if rent relief is not granted, we anticipate that certain tenants will not pay their rent obligations and our access to the courts in certain jurisdictions to enforce our remedies under our lease agreements will not be available. We do not plan on forgoing our contractual rights under our lease agreements in connection with any such requests.
|
•
|
During the three months ended March 31, 2020, we wrote-off $0.8 million of a deferred rent receivable of Pier One Imports due to our assessment that full collection of future contractual lease payments is no longer probable.
|
•
|
The health and safety of our employees and their families is a top priority. We have adapted our operations to protect employees, including by implementing a work from home policy, and our IT systems have enabled our team to work seamlessly.
|
•
|
We are in frequent communication with our tenants and we are assisting them in identifying state and federal resources that may be available to support their businesses and employees during the pandemic, including stimulus funds that may be available under the Coronavirus Aid, Relief, and Economic Security Act of 2020.
|
•
|
We have a $200 million term loan maturing in January 2021 and approximately $63 million of mortgage debt coming due in October 2021. As of April 28, 2020, we have approximately $70 million in cash and cash equivalents and an additional $404.3 million available under our Unsecured Credit Facility to take care of these obligations. Our Unsecured Credit Facility also matures in October 2021; however, it is extendable for one year, at our option, which enables us to push this maturity to October 2022.
|
•
|
We have suspended all new vertical development projects for the foreseeable future, other than completing nine development properties and two redevelopment properties that are currently in progress and expenditures required to
obtain permits and other horizontal construction work
. Our total projected costs to complete construction and stabilize the nine developments under construction, developments that are complete but not fully funded and two planned redevelopments, as well as to complete ongoing permitting and other planned horizontal construction work at one of our land sites, is approximately $100 million for the remainder of 2020 and approximately $35 million for 2021.
|
•
|
We acquired four industrial properties comprised of approximately 0.8 million square feet of GLA located in the Baltimore, Los Angeles and Northern California markets for an aggregate purchase price of $89.0 million, excluding transactions costs.
|
•
|
We acquired approximately 72.4 acres of land for development located in the Miami and Southern California markets, for an aggregate purchase price of $50.9 million, excluding transaction costs.
|
•
|
We closed on a portfolio sale of nine industrial properties comprising approximately 0.2 million square feet of GLA for gross sales proceeds of $26.5 million.
|
•
|
We entered into distribution agreements with certain sales agents to sell up to 14 million shares of our common stock, for up to $500 million aggregate gross sales proceeds, from time to time in “at-the-market” (“ATM”) offerings, which replaced our prior ATM program launched in 2017.
|
•
|
We declared a first quarter cash dividend of $0.25 per common share or Unit per quarter, an increase of 8.7% from the 2019 quarterly rate.
|
Three Months Ended March 31,
|
||||||||||||||
|
2020
|
2019
|
$ Change
|
% Change
|
||||||||||
|
($ in 000's)
|
|||||||||||||
REVENUES
|
||||||||||||||
Same Store Properties
|
$
|
96,337
|
|
$
|
94,578
|
|
$
|
1,759
|
|
1.9
|
%
|
|||
Acquired Properties
|
1,044
|
|
—
|
|
1,044
|
|
100.0
|
%
|
||||||
Sold Properties
|
1,504
|
|
8,828
|
|
(7,324
|
)
|
(83.0
|
)%
|
||||||
(Re)Developments
|
9,158
|
|
47
|
|
9,111
|
|
19,385.1
|
%
|
||||||
Other
|
2,300
|
|
1,088
|
|
1,212
|
|
111.4
|
%
|
||||||
Total Revenues
|
$
|
110,343
|
|
$
|
104,541
|
|
$
|
5,802
|
|
5.5
|
%
|
Three Months Ended March 31,
|
||||||||||||||
|
2020
|
2019
|
$ Change
|
% Change
|
||||||||||
|
($ in 000's)
|
|||||||||||||
PROPERTY EXPENSES
|
||||||||||||||
Same Store Properties
|
$
|
23,466
|
|
$
|
24,352
|
|
$
|
(886
|
)
|
(3.6
|
)%
|
|||
Acquired Properties
|
351
|
|
51
|
|
300
|
|
588.2
|
%
|
||||||
Sold Properties
|
492
|
|
2,671
|
|
(2,179
|
)
|
(81.6
|
)%
|
||||||
(Re)Developments
|
2,101
|
|
527
|
|
1,574
|
|
298.7
|
%
|
||||||
Other
|
2,671
|
|
2,567
|
|
104
|
|
4.1
|
%
|
||||||
Total Property Expenses
|
$
|
29,081
|
|
$
|
30,168
|
|
$
|
(1,087
|
)
|
(3.6
|
)%
|
Three Months Ended March 31,
|
||||||||||||||
|
2020
|
2019
|
$ Change
|
% Change
|
||||||||||
|
($ in 000's)
|
|||||||||||||
DEPRECIATION AND OTHER AMORTIZATION
|
||||||||||||||
Same Store Properties
|
$
|
26,033
|
|
$
|
26,353
|
|
$
|
(320
|
)
|
(1.2
|
)%
|
|||
Acquired Properties
|
737
|
|
47
|
|
690
|
|
1,468.1
|
%
|
||||||
Sold Properties
|
79
|
|
2,257
|
|
(2,178
|
)
|
(96.5
|
)%
|
||||||
(Re) Developments
|
3,103
|
|
637
|
|
2,466
|
|
387.1
|
%
|
||||||
Corporate Furniture, Fixtures and Equipment and Other
|
979
|
|
761
|
|
218
|
|
28.6
|
%
|
||||||
Total Depreciation and Other Amortization
|
$
|
30,931
|
|
$
|
30,055
|
|
$
|
876
|
|
2.9
|
%
|
Three Months Ended
|
Number of
Leases
Commenced
|
Square Feet
Commenced
(in 000's)
|
Net Rent Per
Square Foot
(A)
|
Straight Line Basis
Rent Growth
(B)
|
Weighted
Average Lease
Term
(C)
|
Lease Costs
Per Square
Foot
(D)
|
Weighted
Average Tenant
Retention
(E)
|
|||||||||||||||
New Leases
|
23
|
|
459
|
|
$
|
7.11
|
|
24.8
|
%
|
5.2
|
|
$
|
5.59
|
|
N/A
|
|
||||||
Renewal Leases
|
34
|
|
1,254
|
|
$
|
6.78
|
|
27.1
|
%
|
5.9
|
|
$
|
1.65
|
|
68.9
|
%
|
||||||
Development / Acquisition Leases
|
4
|
|
925
|
|
$
|
5.76
|
|
N/A
|
|
10.3
|
|
N/A
|
|
N/A
|
|
|||||||
Total / Weighted Average
|
61
|
|
2,638
|
|
$
|
6.48
|
|
26.5
|
%
|
7.3
|
|
$
|
2.70
|
|
68.9
|
%
|
(A)
|
Net rent is the average base rent calculated in accordance with GAAP, over the term of the lease.
|
(B)
|
Straight Line basis rent growth is a ratio of the change in net rent (including straight line rent adjustments) on a new or renewal lease compared to the net rent (including straight line rent adjustments) of the comparable lease. New leases where there were no prior comparable leases are excluded.
|
(C)
|
The lease term is expressed in years. Assumes no exercise of lease renewal options, if any.
|
(D)
|
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 that commenced during the period and do not reflect actual expenditures for the period.
|
(E)
|
Represents the weighted average square feet of tenants renewing their respective leases.
|
Three Months Ended
|
Number of
Leases
With Rent Concessions
|
Square Feet
(in 000's)
|
Rent Concessions ($)
|
||||||
New Leases
|
17
|
|
348
|
|
$
|
485
|
|
||
Renewal Leases
|
2
|
|
59
|
|
44
|
|
|||
Development / Acquisition Leases
|
3
|
|
824
|
|
1,826
|
|
|||
Total
|
22
|
|
1,231
|
|
$
|
2,355
|
|
2020
|
2019
|
|||||||
(In thousands)
|
||||||||
Net cash provided by operating activities
|
$
|
40,269
|
|
$
|
41,729
|
|
||
Net cash used in investing activities
|
(183,052
|
)
|
(56,981
|
)
|
||||
Net cash provided by (used in) financing activities
|
125,069
|
|
(4,232
|
)
|
2020
|
2019
|
|||||||
(In thousands)
|
||||||||
Net cash provided by operating activities
|
$
|
40,630
|
|
$
|
41,772
|
|
||
Net cash used in investing activities
|
(183,052
|
)
|
(56,981
|
)
|
||||
Net cash provided by (used in) financing activities
|
124,708
|
|
(4,275
|
)
|
•
|
decrease in accounts payable, accrued expenses, other liabilities, rents received in advance and security deposits, as well as a decrease in tenant accounts receivable, prepaid expenses and other assets due to timing of cash payments and cash receipts;
|
•
|
severance expense of $0.9 million; offset by:
|
•
|
increase in NOI from same store properties, acquired properties and recently developed properties of $10.9 million offset by a decrease in NOI due to the disposition of real estate of $5.1 million.
|
•
|
an aggregate increase of $136.3 million related to the acquisition and development of real estate as well as payments for improvements and leasing commissions in 2020 as compared to 2019; offset by:
|
•
|
increase of $16.2 million in net proceeds received from the disposition of real estate in 2020 as compared to 2019; and
|
•
|
increase of $4.1 million related to a decrease in certain escrow balances.
|
•
|
increase in net proceeds from the Unsecured Credit Facility of $60.0 million in 2020 compared to 2019; and
|
•
|
decrease in repayments of Mortgage Loans Payable of $72.5 million in 2020 compared to 2019.
|
|
Three Months Ended March 31,
|
||||||
|
2020
|
2019
|
|||||
|
(In thousands)
|
||||||
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities
|
$
|
40,634
|
|
$
|
23,803
|
|
|
Adjustments:
|
|||||||
Depreciation and Other Amortization of Real Estate
|
30,737
|
|
29,855
|
|
|||
(Gain) Loss on Sale of Real Estate
|
(13,993
|
)
|
208
|
|
|||
Gain on Sale of Real Estate from Joint Venture
|
—
|
|
(967
|
)
|
|||
Income Tax Provision - Gain on Sale of Real Estate from Joint Venture
|
—
|
|
218
|
|
|||
Noncontrolling Interest Share of Adjustments
|
(364
|
)
|
(649
|
)
|
|||
Funds from Operations Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities
|
$
|
57,014
|
|
$
|
52,468
|
|
Three Months Ended March 31,
|
|||||||||
|
2020
|
2019
|
% Change
|
||||||
|
(In thousands)
|
||||||||
Same Store Revenues
|
$
|
96,337
|
|
$
|
94,578
|
|
|||
Same Store Property Expenses
|
(23,466
|
)
|
(24,352
|
)
|
|||||
Same Store Net Operating Income Before Same Store Adjustments
|
$
|
72,871
|
|
$
|
70,226
|
|
3.8%
|
||
Same Store Adjustments:
|
|||||||||
Straight-line Rent
|
154
|
|
(2,840
|
)
|
|||||
Above / Below Market Rent Amortization
|
(257
|
)
|
(259
|
)
|
|||||
Lease Termination Fees
|
(616
|
)
|
(571
|
)
|
|||||
Same Store Net Operating Income
|
$
|
72,152
|
|
$
|
66,556
|
|
8.4%
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
•
|
reduced economic activity may severely impact our tenants' businesses, financial condition and liquidity and may cause certain of our tenants to be unable to meet their obligations to us in full, or at all, or to otherwise seek modifications of such obligations and/or terminate their leases early or not renew;
|
•
|
the pandemic, or future pandemic, could cause further delays to or halting of construction activities related to our ongoing development and redevelopment projects, as well as tenant improvements;
|
•
|
a difficulty in accessing the capital and lending markets (or a significant increase in the costs of doing so), impacts to our credit ratings, or a severe disruption or instability in the global financial markets, or deteriorations in credit and financing conditions, may affect our access to capital necessary to fund business operations or address maturing debt obligations on a timely basis;
|
•
|
the financial impact of the pandemic, or a future pandemic, could negatively impact our future compliance with financial covenants of our Unsecured Credit Facility and other debt agreements and result in a default and potentially an acceleration of indebtedness, and such non-compliance could negatively impact our ability to make additional borrowings under our Unsecured Credit Facility and pay dividends;
|
•
|
any impairment in value of our tangible or intangible assets which could be recorded as a result of weaker economic conditions;
|
•
|
a general decline in business activity and demand for real estate transactions could adversely affect our ability to sell or purchase properties;
|
•
|
we could experience an inability to initiate or pursue litigation due to various court closures and/or moratoriums on certain types of activities;
|
•
|
the potential negative impact on the health of our personnel, particularly if a significant number of them are impacted, could result in a deterioration in our ability to ensure business continuity during this disruption, or a future disruption, and may negatively impact our disclosure controls and procedures over financial reporting.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
Exhibits
|
Description
|
|
101.1*
|
The following financial statements from First Industrial Realty Trust, Inc.'s and First Industrial L.P.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, formatted in XBRL: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Statements of Operations (unaudited), (iii) Consolidated Statements of Comprehensive Income (unaudited), (iv) Consolidated Statement of Changes in Stockholders' Equity / Consolidated Statement of Changes in Partners' Capital (unaudited), (v) Consolidated Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Financial Statements (unaudited)
|
|
104
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
|
*
|
Filed herewith.
|
**
|
Furnished herewith.
|
FIRST INDUSTRIAL REALTY TRUST, INC.
|
||
By:
|
/S/ SCOTT A. MUSIL
|
|
|
Scott A. Musil
Chief Financial Officer
(Principal Financial Officer)
|
|
By:
|
/S/ SARA E. NIEMIEC
|
|
|
Sara E. Niemiec
Chief Accounting Officer
(Principal Accounting Officer)
|
FIRST INDUSTRIAL, L.P.
|
||
By:
|
FIRST INDUSTRIAL REALTY TRUST, INC.
|
|
as general partner
|
||
By:
|
/S/ SCOTT A. MUSIL
|
|
|
Scott A. Musil
Chief Financial Officer
(Principal Financial Officer)
|
|
By:
|
/S/ SARA E. NIEMIEC
|
|
|
Sara E. Niemiec
Chief Accounting Officer
(Principal Accounting Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q 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:
|
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):
|
Date: April 28, 2020
|
|
/
S
/
P
ETER
E. B
ACCILE
|
|
Peter E. Baccile
|
|
|
President and Chief Executive Officer (Principal Executive Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q 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:
|
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):
|
Date: April 28, 2020
|
|
/
S
/ S
COTT
A. M
USIL
|
|
Scott A. Musil
|
|
|
Chief Financial Officer
(Principal Financial Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q 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-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:
|
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):
|
Date: April 28, 2020
|
|
/
S
/
P
ETER
E. B
ACCILE
|
|
Peter E. Baccile
|
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
|
First Industrial Realty Trust, Inc.
|
1.
|
I have reviewed this quarterly report on Form 10-Q 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-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:
|
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):
|
Date: April 28, 2020
|
|
/
S
/ S
COTT
A. M
USIL
|
|
Scott A. Musil
|
|
|
Chief Financial Officer
(Principal Financial Officer)
|
|
First Industrial Realty Trust, Inc.
|
Date: April 28, 2020
|
|
/
S
/
P
ETER
E. B
ACCILE
|
|
Peter E. Baccile
|
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
Date: April 28, 2020
|
|
/
S
/ S
COTT
A. M
USIL
|
|
Scott A. Musil
|
|
|
Chief Financial Officer
(Principal Financial Officer)
|
Date: April 28, 2020
|
|
/
S
/
P
ETER
E. B
ACCILE
|
|
Peter E. Baccile
|
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
|
|
First Industrial Realty Trust, Inc.
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Date: April 28, 2020
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S
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COTT
A. M
USIL
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Scott A. Musil
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Chief Financial Officer
(Principal Financial Officer)
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First Industrial Realty Trust, Inc.
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