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8-K - FORM 8-K - EQUITY ONE, INC.g27814e8vk.htm
EX-99.2 - EX-99.2 - EQUITY ONE, INC.g27814exv99w2.htm
Exhibit 99.1
Equity One, Inc.
1600 NE Miami Gardens Drive
North Miami Beach, FL 33179
305-947-1664
  (EQUITY ONE LOGO)   For additional information:
Mark Langer, EVP and
Chief Financial Officer
FOR IMMEDIATE RELEASE:
Equity One Reports Second Quarter 2011 Operating Results
North Miami Beach, FL, August 3, 2011 — Equity One, Inc. (NYSE:EQY), an owner, developer and operator of shopping centers, announced today its financial results for the three months ended June 30, 2011.
During the second quarter, the company:
    Reported Funds From Operations (FFO) of $0.28 per diluted share
 
    Reported recurring FFO of $0.29 per diluted share, excluding impairment charges, transaction costs and other one-time gains and losses
 
    Reported an increase in same property net operating income of 2.8% as compared to second quarter 2010
 
    Reported core occupancy of 90.2%, unchanged on a same property basis from March 31, 2011
 
    Generated $115.7 million in net proceeds from the underwritten public offering and concurrent private placement of 6.0 million shares of common stock
 
    Formed a joint venture with the New York Common Retirement Fund
 
    Acquired a fee interest in a retail condominium located at 161 West 16th Street in Manhattan comprising 56,870 square feet for $55.0 million
 
    Recognized a gain of $3.6 million pertaining to the sale of an outparcel to a joint venture
 
    Executed contracts or letters of intent aggregating $116.2 million (on a pro-rata basis) with respect to the sale of four non-retail assets that were acquired in the Capital and Counties transaction
“We are very pleased with our strong growth in earnings driven by improving fundamentals and the accretive impact of our recent acquisitions” said Jeff Olson, Chief Executive Officer of Equity One. “We are proud of the progress we have made in upgrading and diversifying the quality of our portfolio through strategic acquisitions and dispositions.”
Financial Highlights
In the second quarter 2011, the company generated FFO of $33.8 million, or $0.28 per diluted share, as compared to FFO for the same period in 2010 of $23.1 million, or $0.25 per diluted share. The second quarter 2011 FFO results include $0.03 per diluted share in transaction costs related to acquisitions, dispositions and joint ventures, $0.01 per diluted share in non-cash impairment charges and $0.03 in gains related to the sale of outparcels. The second quarter 2010 FFO results include transaction costs of $0.03 per diluted share and $0.02 per diluted share in gains from land sales and the sale of securities.
For the six months ended June 30, 2011, the company generated FFO of $117.7 million, or $0.99 per diluted share, as compared to FFO for the same period in 2010 of $43.9 million, or $0.49 per diluted share. The year to date results for 2011 include a gain on bargain purchase of $0.45 per diluted share resulting from the Capital & Counties acquisition, $0.03 per diluted share in gains related to the sale of outparcels, $0.01 per diluted share in non-cash impairment charges and $0.05 per diluted share in transaction costs related to Capital & Counties and other acquisitions and dispositions. Excluding these items, FFO for the six month period would have been $0.57 per diluted share. The 2010 FFO results for the six months include transaction costs of $0.05 per diluted share primarily related to Capital & Counties and DIM and $0.03 per diluted share in gains from land sales and the sale of securities.


 

Net income attributable to Equity One was $7.4 million and earnings per diluted share was $0.07 for the quarter ended June 30, 2011 as compared to net income of $6.2 million, or $0.07 per diluted share, for second quarter 2010. For the six month period ended June 30, 2011, net income attributable to Equity One was $65.9 million and earnings per diluted share was $0.59 as compared to net income of $11.7 million, or $0.13 per diluted share, for the six month period 2010. The increase in net income for the three and six months ended June 30, 2011 as compared to the respective periods in 2010 is primarily attributable to those factors affecting FFO as discussed above.
Operating Highlights
As of June 30, 2011, occupancy for the company’s consolidated core portfolio was 90.2% as compared to 90.3% at March 31, 2011. The decrease in occupancy was primarily due to the previously announced sale of two properties to the New York Common Retirement Fund (NYCRF). On a same property basis, occupancy remained unchanged at 90.2% compared to March 31, 2011 and was down 10 basis points compared to June 30, 2010.
Same property net operating income increased 2.8% for the second quarter of 2011 compared to the second quarter of 2010. This growth was primarily attributable to contractual rent increases, higher recoveries and lower bad debt expense.
During the second quarter of 2011, the company executed 55 new leases in its core portfolio totaling 154,460 square feet at an average rental rate of $16.93 per square foot, representing a 5.6% decrease from prior rents on a same space, cash basis. Also during the second quarter, the company renewed 132 leases in its core portfolio for 415,729 square feet for an average rental rate decline of 2.8% to $16.90 per square foot on a same space, cash basis.
Acquisition and Disposition Activity
During the second quarter, the company formed a joint venture with the NYCRF to acquire high-quality, grocery-anchored centers throughout the United States. The joint venture is 70% owned by NYCRF and 30% owned by the company. The joint venture acquired two shopping centers from the company for a purchase price of $39.4 million.
In addition, during the second quarter, the company acquired a fee interest in a retail condominium located at 161 West 16th Street in Manhattan for $55.0 million. The property, which is unencumbered, consists of 56,870 square feet and Loehmann’s occupies the entire space.
The company recognized a gain of $3.6 million pertaining to the sale of an outparcel to a joint venture.
During the quarter, the company recorded impairment charges of $1.4 million primarily related to the planned disposition of certain assets in secondary markets.
Subsequent to quarter end, the company closed on the previously announced acquisition of Ralph’s Circle Center, a 59,837 square foot shopping center located in Long Beach, California for approximately $15.0 million. The company also acquired a $45.0 million mezzanine loan on a portfolio of seven California shopping centers owned by a subsidiary of Centro Properties Group. The loan matures on July 9, 2013, subject to the borrower’s ability to extend for three additional one-year periods, and currently bears interest at a minimum rate of 9.21% per annum. Additionally, the company executed contracts or letters of intent aggregating $116.2 million (on a pro-rata basis) with respect to the sale of four non-retail assets that were acquired in the Capital and Counties transaction. The expected sales value reflects an approximate capitalization rate of 5.6%.
Development and Redevelopment Activities
At June 30, 2011, the company had approximately $200.0 million of active development and redevelopment projects underway. The estimated remaining cost to complete these projects is approximately $152.7 million. On April 4, 2011, the company broke ground on The Gallery at Westbury Plaza, a 330,000 square foot retail center located on Old Country Road in the heart of Nassau County, New York. Leases have now been executed with leading retailers including Trader Joe’s, Saks OFF 5TH, Nordstrom Rack, and The Container Store.

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Investing and Financing Activities
In May 2011, the company completed an underwritten public offering and concurrent private placement of 6.0 million shares of its common stock, resulting in approximately $115.7 million in net proceeds to the company.
During the quarter, the company repaid $50.0 million of borrowings under its line of credit with proceeds from the common stock offering. The company also repaid one mortgage totaling $6.7 million with an interest rate of 9.19%.
Balance Sheet Highlights
At June 30, 2011, the company’s total market capitalization (including debt and equity) was $3.7 billion, comprising 124.3 million shares of common stock outstanding (on a fully diluted basis) valued at $2.3 billion and $1.4 billion of net debt (excluding any debt premium/discount and net of cash). The company’s ratio of net debt to total market capitalization was 37.6%. In addition, the company had approximately $17.2 million of cash on hand at June 30, 2011 and $63.5 million drawn on its revolving credit facilities.
FFO and Earnings Guidance
The company is increasing its guidance to reflect the actual results recorded to date and the expectations for the remainder of the year. The company expects 2011 recurring FFO to be $1.11 to $1.15 per diluted share when excluding bargain purchase gains, land sale gains, impairment charges, transaction costs and other non-recurring income or charges (including any such amounts recorded through the second quarter). This compares to our previous FFO guidance of $1.06 to $1.14 per diluted share when excluding transaction costs and gains on outparcels.
During the remainder of the year, the company will remain focused on the fundamental performance of its core portfolio while continuing its efforts to sell the majority of non-core assets acquired in the Capital & Counties portfolio. The company is exploring capital recycling opportunities in an effort to dispose of assets in secondary markets with the goal of redeploying proceeds into high quality assets located in target markets.
Second Quarter 2011 Dividend Declared
On August 2, 2011, the company’s Board of Directors declared a cash dividend of $0.22 per share of its common stock for the quarter ending September 30, 2011, payable on September 30, 2011 to stockholders of record on September 15, 2011.
ACCOUNTING AND OTHER DISCLOSURES
We believe FFO (combined with the primary GAAP presentations) is a useful, supplemental measure of our operating performance that is a recognized metric used extensively by the real estate industry, particularly REITs. The National Association of Real Estate Investment Trusts (“NAREIT”) stated in its April 2002 White Paper on Funds from Operations, “Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, many industry investors have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves.”
FFO, as defined by NAREIT, is “net income (computed in accordance with GAAP), excluding gains (or losses) from sales of depreciable property, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures.” NAREIT states further that “adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect funds from operations on the same basis.” We believe that financial analysts, investors and stockholders are better served by the presentation of comparable period operating results generated from our FFO measure. Our method of calculating FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
FFO is presented to assist investors in analyzing our operating performance. FFO (i) does not represent cash flow from operations as defined by GAAP, (ii) is not indicative of cash available to fund all cash flow needs, including the ability to make distributions, (iii) is not an alternative to cash flow as a measure of liquidity, and (iv) should not be considered as an alternative to net income (which is determined in accordance with GAAP) for purposes of evaluating our operating performance. We believe net income is the most directly comparable GAAP measure to FFO.

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CONFERENCE CALL/WEB CAST INFORMATION
Equity One will host a conference call on Thursday, August 4, 2011 at 9:00 a.m. Eastern Time to review the 2011 second quarter earnings and operating results. Stockholders, analysts and other interested parties can access the earnings call by dialing (866) 713-8395 (U.S./Canada) or (617) 597-5309 (international) using pass code 27818164. The call will also be web cast and can be accessed in a listen-only mode on Equity One’s web site at www.equityone.net.
A replay of the conference call will be available on Equity One’s web site for future review. Interested parties may also access the telephone replay by dialing (888) 286-8010 (U.S./Canada) or (617) 801-6888 (international) using pass code 17000468 through August 11, 2011.
FOR ADDITIONAL INFORMATION
For a copy of the company’s second quarter supplemental information package, please access the “Investors” section of Equity One’s web site at www.equityone.net. To be included in the company’s e-mail distributions for press releases and other company notices, please send e-mail addresses to Investor Relations at investorrelations@equityone.net.
ABOUT EQUITY ONE, INC.
As of June 30, 2011, Equity One owned or had interests in 199 properties, consisting of 176 shopping centers comprising approximately 20.7 million square feet, ten projects in development/redevelopment, eight non-retail properties, and five parcels of land. Additionally, Equity One had joint venture interests in sixteen shopping centers, three office buildings and one apartment building totaling approximately 3.2 million square feet.
FORWARD LOOKING STATEMENTS
Certain matters discussed by Equity One in this press release constitute forward-looking statements within the meaning of the federal securities laws. Although Equity One believes that the expectations reflected in such forward-looking statements is based upon reasonable assumptions, it can give no assurance that these expectations will be achieved. Factors that could cause actual results to differ materially from current expectations include changes in macro-economic conditions and the demand for retail space in the states in which Equity One owns properties; the continuing financial success of Equity One’s current and prospective tenants; continuing supply constraints in its geographic markets; the availability of properties or portfolios for acquisition; the success of its efforts to lease up vacant space; the effects of natural, man-made, and other disasters; the ability of Equity One to successfully complete the acquisitions, and integrate the operations and systems of companies and properties it desires to acquire; and other risks, which are described in Equity One’s filings with the Securities and Exchange Commission.

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EQUITY ONE, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
June 30, 2011 (unaudited)
and December 31, 2010
(In thousands, except share amounts)
                 
    June 30,     December 31,  
    2011     2010  
ASSETS
               
Properties:
               
Income producing
  $ 3,159,282     $ 2,643,871  
Less: accumulated depreciation
    (317,785 )     (288,613 )
 
           
Income producing properties, net
    2,841,497       2,355,258  
Construction in progress and land held for development
    76,509       74,870  
Properties held for sale
    37,217        
 
           
Properties, net
    2,955,223       2,430,128  
Cash and cash equivalents
    17,176       38,333  
Accounts and other receivables, net
    12,564       15,181  
Investments in and advances to unconsolidated joint ventures
    121,183       59,736  
Goodwill
    10,645       10,790  
Other assets
    179,641       127,696  
 
           
TOTAL ASSETS
  $ 3,296,432     $ 2,681,864  
 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Liabilities:
               
Notes payable:
               
Mortgage notes payable
  $ 658,273     $ 533,660  
Unsecured senior notes payable
    691,136       691,136  
Unsecured revolving credit facilities
    63,500        
 
           
 
    1,412,909       1,224,796  
Unamortized discount on notes payable, net
    (16,592 )     (21,923 )
 
           
Total notes payable
    1,396,317       1,202,873  
Other liabilities:
               
Accounts payable and accrued expenses
    38,669       32,885  
Tenant security deposits
    9,791       8,907  
Deferred tax liabilities, net
    45,354       46,523  
Other liabilities
    122,987       96,971  
 
           
Total liabilities
    1,613,118       1,388,159  
 
           
Redeemable noncontrolling interests
    3,851       3,864  
Commitments and contingencies
           
Stockholders’ equity:
               
Preferred stock, $0.01 par value — 10,000 shares authorized but unissued
           
Common stock, $0.01 par value — 150,000 shares authorized, 112,523 and 102,327 shares issued and outstanding at June 30, 2011 and December 31, 2010, respectively
    1,125       1,023  
Additional paid-in capital
    1,584,418       1,391,762  
Distributions in excess of earnings
    (88,131 )     (105,309 )
Accumulated other comprehensive loss
    (1,443 )     (1,569 )
Total stockholders’ equity of Equity One, Inc.
    1,495,969       1,285,907  
 
           
Noncontrolling interests
    183,494       3,934  
 
           
Total stockholders’ equity
    1,679,463       1,289,841  
 
           
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 3,296,432     $ 2,681,864  
 
           

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EQUITY ONE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income
For the three and six months ended June 30, 2011 and 2010
(unaudited)
(In thousands, except per share data)
                                 
    Three months ended June 30,     Six months ended June 30,  
    2011     2010     2011     2010  
REVENUE:
                               
Minimum rent
  $ 67,364     $ 54,732     $ 132,735     $ 108,428  
Expense recoveries
    19,586       15,761       37,967       30,600  
Percentage rent
    660       313       2,126       1,358  
Management and leasing services
    641       399       1,107       772  
 
                       
Total revenue
    88,251       71,205       173,935       141,158  
 
                       
 
                               
COSTS AND EXPENSES:
                               
Property operating
    24,702       20,152       49,190       39,912  
Rental property depreciation and amortization
    24,351       16,755       46,786       33,043  
General and administrative
    13,335       11,741       25,312       21,828  
 
                       
Total costs and expenses
    62,388       48,648       121,288       94,783  
 
                       
 
                               
INCOME BEFORE OTHER INCOME AND EXPENSE, TAX AND DISCONTINUED OPERATIONS
    25,863       22,557       52,647       46,375  
 
                               
OTHER INCOME AND EXPENSE:
                               
Investment income
    969       489       1,662       648  
Equity in income (loss) in unconsolidated joint ventures
    177       (42 )     811       (82 )
Other income
    41       103       170       156  
Interest expense
    (21,246 )     (19,335 )     (42,532 )     (39,243 )
Amortization of deferred financing fees
    (562 )     (454 )     (1,105 )     (900 )
Gain on bargain purchase
                53,467        
Gain on sale of real estate
    4,606       440       4,606       440  
Gain on extinguishment of debt
    213       63       255       63  
Other expense
    (145 )           (145 )      
 
                       
INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED OPERATIONS
    9,916       3,821       69,836       7,457  
Income tax benefit of taxable REIT subsidiaries
    553       926       1,118       1,994  
 
                       
INCOME FROM CONTINUING OPERATIONS
    10,469       4,747       70,954       9,451  
 
                       
 
                               
DISCONTINUED OPERATIONS:
                               
Operations of income producing properties sold or held for sale
    390       24       774       115  
(Loss) gain on disposal of income producing properties
    (13 )     1,458       (13 )     1,458  
Impairment loss on income producing properties held for sale
    (1,277 )           (1,277 )      
 
                       
(LOSS) INCOME FROM DISCONTINUED OPERATIONS
    (900 )     1,482       (516 )     1,573  
 
                       
NET INCOME
    9,569       6,229       70,438       11,024  
 
                       
Net (income) loss attributable to noncontrolling interests
    (2,135 )     10       (4,517 )     647  
 
                       
NET INCOME ATTRIBUTABLE TO EQUITY ONE, INC.
  $ 7,434     $ 6,239     $ 65,921     $ 11,671  
 
                       
 
                               
EARNINGS PER COMMON SHARE — BASIC:
                               
Continuing operations
  $ 0.07     $ 0.05     $ 0.61     $ 0.11  
Discontinued operations
    (0.01 )     0.02             0.02  
 
                       
 
  $ 0.07     $ 0.07     $ 0.61     $ 0.13  
 
                       
Number of Shares Used in Computing Basic Earnings per Share
    108,942       92,141       107,605       89,939  
 
                               
EARNINGS PER COMMON SHARE — DILUTED:
                               
Continuing operations
  $ 0.07     $ 0.05     $ 0.59     $ 0.11  
Discontinued operations
    (0.01 )     0.02             0.02  
 
                       
 
  $ 0.07     $ 0.07     $ 0.59     $ 0.13  
 
                       
Number of Shares Used in Computing Diluted Earnings per Share
    109,112       92,255       118,875       90,198  

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Equity One, Inc. and Subsidiaries
Reconciliation of Net Income Attributable to Equity One to Funds from Operations
The following table reflects the reconciliation of FFO to net income attributable to Equity One, the most directly comparable GAAP measure, for the periods presented:
                                 
    Three months ended     Six months ended  
    June 30,     June 30,  
    2011     2010     2011     2010  
    (In thousands)     (In thousands)  
Net income attributable to Equity One, Inc.
  $ 7,434     $ 6,239     $ 65,921     $ 11,671  
Adjustments:
                               
Rental property depreciation and amortization, including discontinued operations, net of noncontrolling interest
    24,289       16,564       46,671       31,661  
Net adjustment for unvested shares and noncontrolling interest (1)
    2,108             4,523        
Pro rata share of real estate depreciation from unconsolidated joint ventures
    901       298       1,483       607  
(Gain) / loss on disposal of depreciable assets
    (930 )           (930 )      
 
                       
Funds from operations
  $ 33,802     $ 23,101     $ 117,668     $ 43,939  
 
                       
    (1) Includes net effect of: (a) distributions paid with respect to unvested shares held by a noncontrolling interest; and (b) an adjustment to compensate for the rounding of the individual calculations.
Funds from operations is a non-GAAP financial measure. We believe that FFO, as defined by NAREIT, is a widely used and appropriate supplemental measure of operating performance for REITs, and that it provides a relevant basis for comparison among REITs.
Reconciliation of Net Income Attributable to Equity One to Funds from Operations
The following table reflects the reconciliation of FFO to net income attributable to Equity One, the most directly comparable GAAP measure, for the periods presented:
                                 
    Three months ended     Six months ended  
    June 30,     June 30,  
    2011     2010     2011     2010  
    (In thousands)     (In thousands)  
Net income attributable to Equity One, Inc.
  $ 0.07     $ 0.07     $ 0.59     $ 0.13  
Adjustments:
                               
Rental property depreciation and amortization, including discontinued operations, net of noncontrolling interest
    0.20       0.18       0.39       0.35  
Net adjustment for unvested shares and noncontrolling interest (1)
    0.01             0.01        
Pro rata share of real estate depreciation from unconsolidated joint ventures
    0.01             0.01       0.01  
(Gain) / loss on disposal of depreciable assets
    (0.01 )           (0.01 )      
 
                       
Funds from operations per diluted share(2)
  $ 0.28     $ 0.25     $ 0.99     $ 0.49  
 
                       
    (1) Includes net effect of: (a) distributions paid with respect to unvested shares held by a noncontrolling interest; and (b) an adjustment to compensate for the rounding of the individual calculations.
    (2) The weighted average diluted shares for the three months ended June 30, 2011 used in the above FFO calculations are higher than the GAAP diluted weighted average shares by the 11.4 million units held by LIH which are convertible into the company’s common stock. These convertible units are not included in the diluted weighted average share count for GAAP purposes because their inclusion would be antidilutive, but are included in the above calculation as their effect is dilutive for purposes of calculating FFO.

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