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8-K - FORM 8-K - DCT Industrial Trust Inc.dct-8k_20141030.htm
EX-99 - EX-99.2 - DCT Industrial Trust Inc.dct-ex99_201410307.htm

 

Exhibit 99.1

Press Release

FOR IMMEDIATE RELEASE:

 

DCT INDUSTRIAL TRUST® REPORTS

THIRD quarter 2014 results

 

FFO of $0.12 per Share in Q3

 

Same-Store NOI Growth of 6.2 Percent on a Cash Basis and 5.9 Percent on a GAAP Basis

 

Consolidated Operating Occupancy Increased 60 Basis Points to 93.5 Percent in Q3

 

Rent Growth of 12.9 Percent on a GAAP Basis and 5.7 Percent on a Cash Basis

 

Since June 30, Acquired 2.7 Million Square Feet for $179.7 Million;

Sold 5.4 Million Square Feet and 46.0 Acres for $217.3 Million, Exiting Columbus, OH

 

Since June 30, Commenced Construction on 1.8 Million Square Feet and Acquired 42.9 Acres for the Development of an Additional 538,000 Square Feet

 

Company Raised FFO Guidance

 

DENVER, October 30, 2014 – DCT Industrial Trust® (NYSE: DCT), a leading industrial real estate company, today announced financial results for the quarter ending September 30, 2014.

 

“DCT had an excellent quarter. Our operating business continues to perform very well and we took another big step forward with our portfolio repositioning through the sale of all of our Columbus assets at favorable pricing,” said Phil Hawkins, Chief Executive Officer of DCT Industrial. “The efforts of our market teams combined with the results of active portfolio management and strong market fundamentals show in our key operating metrics. Leasing activity, portfolio occupancy, rent spreads and same-store NOI growth all came in at levels that met or exceeded our expectations and bode well for the future.”

 

Funds from operations, as adjusted, attributable to common stockholders and unitholders (“FFO”) for Q3 2014 totaled $43.7 million, or $0.12 per diluted share, compared with $39.3 million, or $0.12 per diluted share, for Q3 2013. These results exclude $0.7 million and $0.4 million of acquisition costs for the quarters ending September 30, 2014 and 2013, respectively.

 

FFO for the nine months ending September 30, 2014 totaled $124.2 million, or $0.36 per diluted share, compared with $106.2 million or $0.34 per diluted share, for the same period in 2013. These results exclude $2.1 million and $1.6 million of acquisition costs for the nine months ending September 30, 2014 and 2013, respectively.

 

Net income attributable to common stockholders for Q3 2014 was $12.4 million, or $0.04 per diluted share, compared with net loss attributable to common stockholders of $10.2 million, or $0.03 per diluted share, reported for Q3 2013. Net income attributable to common stockholders for the nine months ending September 30, 2014 was $19.5 million, or $0.06 per diluted share, compared with net income of $1.9 million, or $0.00 per diluted share, for the nine months ending September 30, 2013.

 


 

 

Property Results and Leasing Activity

As of September 30, 2014, DCT Industrial owned 401 consolidated operating properties, totaling 64.9 million square feet, with occupancy of 93.5 percent, an increase of 60 basis points over Q2 2014 and an increase of 70 basis points over Q3 2013. Also, approximately 1.0 million square feet, or 1.6 percent of DCT Industrial’s total consolidated portfolio was leased but not occupied at September 30, 2014.

 

In Q3 2014, the Company signed leases totaling 2.9 million square feet with rental rates increasing 12.9 percent on a GAAP basis and 5.7 percent on a cash basis, compared to the corresponding expiring leases. Over the previous four quarters, rental rates on signed leases increased 13.1 percent on a GAAP basis and 5.1 percent on a cash basis. The Company’s tenant retention rate was 69.0 percent in Q3 2014. 

 

Net operating income (“NOI”) was $61.3 million in Q3 2014, compared with $53.3 million in Q3 2013. In Q3 2014 same-store NOI, excluding revenue from lease terminations, increased 5.9 percent on a GAAP basis and 6.2 percent on a cash basis, when compared to Q3 2013. Same-store occupancy averaged 94.1 percent in Q3 2014, an increase of 150 basis points over Q3 2013. Same-store occupancy as of September 30, 2014 was 93.9 percent.

 

Investment Activity

Acquisitions

Since June 30, 2014, DCT Industrial acquired 16 buildings for $179.7 million. Totaling 2.7 million square feet, these buildings were 77.2 percent occupied at the time of closing. The Company expects a year-one weighted-average cash yield of 3.6 percent and anticipates a weighted-average cash yield of 6.1 percent on the acquired assets.

 

The table below summarizes acquisitions since June 30, 2014:

Market

 

Submarket

 

Square Feet

 

 

Occupancy

 

 

Closed

 

Anticipated

Yield*

 

Houston, TX (2 buildings)

 

Northwest

 

 

178,000

 

 

 

0.0

%

 

July-14

 

 

7.0

%

Chicago, IL

 

I-55

 

 

650,000

 

 

 

100.0

%

 

Aug-14

 

 

5.7

%

Houston, TX

 

Northloop

 

 

98,000

 

 

 

0.0

%

 

Aug-14

 

 

7.1

%

Chicago, IL

 

O'Hare

 

 

228,000

 

 

 

5.6

%

 

Aug-14

 

 

6.9

%

Northern California

 

Central Valley

 

 

750,000

 

 

 

100.0

%

 

Sept-14

 

 

4.9

%

Southern California

 

Carlsbad

 

 

111,000

 

 

 

44.0

%

 

Sept-14

 

 

7.1

%

Seattle, WA

 

Sumner

 

 

120,000

 

 

 

100.0

%

 

Sept-14

 

 

6.5

%

New Jersey

 

Exit 10/Route 287

 

 

64,000

 

 

 

0.0

%

 

Oct-14

 

 

5.2

%

Houston, TX

 

Northwest

 

 

39,000

 

 

 

100.0

%

 

Oct-14

 

 

6.8

%

Phoenix, AZ (5 buildings)

 

Tempe/Airport

 

 

355,000

 

 

 

97.6

%

 

Oct-14

 

 

6.8

%

Atlanta, GA

 

I-75 Northwest

 

 

151,000

 

 

 

100.0

%

 

Oct-14

 

 

6.5

%

Total/Weighted Average

 

 

 

 

2,744,000

 

 

 

77.2

%

 

 

 

 

6.1

%

*Anticipated yield represents year-one cash yield for stabilized acquisitions and projected stabilized cash yield for value-add acquisitions.

 

Redevelopment

The acquisitions in the table above include two redevelopment properties. The first building, located in the Northloop submarket of Houston, was vacant at the time of acquisition. The Company has executed a full-building lease which will commence after renovations are complete. The second redevelopment property, located in the O’Hare submarket of Chicago, is 5.6 percent occupied and will undergo extensive renovations while being actively marketed for lease.

2


 

Development

In July, DCT Industrial executed a 203,000 square foot lease for DCT 55, which will stabilize the 604,000 square foot building located in the I-55 submarket of Chicago; and executed a 105,000 square foot lease for DCT Sumner South Distribution Center, bringing the 188,000 square foot building located in the South Kent Valley submarket of Seattle, to 56.0 percent leased. In September, the Company executed a 15,000 square foot lease for DCT Beltway Tanner Business Park, which will stabilize the 133,000 square foot building located in the Northwest submarket of Houston.

 

Since June 30, 2014, the Company purchased 42.9 acres of land for $10.0 million comprised of 36.0 acres in the Lehigh Valley submarket of Pennsylvania for development of DCT Chrin Commerce Centre, a 426,000 square foot building, and 6.9 acres in the O’Hare submarket of Chicago for the development of DCT O’Hare Logistics Center, a 112,000 square foot building.

 

Development projects started since June 30, 2014:

·

DCT White River Corporate Center Phase II South, a 63,000 square foot building located in the South Kent Valley submarket of Seattle. The project is slated for completion in Q1 2015.

·

DCT Chrin Commerce Centre, a 426,000 square foot building located in the Lehigh Valley submarket of Pennsylvania.  The project is slated for completion in Q2 2015.

·

8th & Vineyard buildings C, D, and E, located in the Inland Empire West submarket of Southern California. Buildings C and E are build-to-suits for sale totaling 95,000 square feet, while building D is a 64,000 square foot speculative development. All three buildings are slated for completion in Q1 2015.

·

DCT Frankford Trade Center, an 82,000 square foot building located in the Northwest submarket of Dallas. The building is slated for completion in Q1 2015.

·

DCT River West, a 733,000 square foot building located in the I-20/West submarket of Atlanta. The building is slated for completion in Q1 2015.

·

DCT Northwest Crossroads Logistics Centre II, a 320,000 square foot building located in the Northwest submarket of Houston. The building is slated for completion in Q1 2015.

 

Dispositions

Since June 30, 2014, DCT Industrial sold 25 buildings totaling 5.4 million square feet. This includes approximately 3.5 million square feet in Columbus marking the Company’s exit from that market. Additionally, the Company sold 46.0 acres of land located in the Northern submarket of Cincinnati. These transactions generated total gross proceeds of $217.3 million and have an expected year-one weighted average cash yield of 6.7 percent.

 

The table below summarizes the dispositions since June 30, 2014:

Market

 

Submarket

 

Square Feet

 

 

Occupancy

 

 

Closed

New Jersey*

 

Essex County/Fairfield

 

 

107,000

 

 

 

100.0

%

 

July-14

Baltimore/DC (3 buildings)

 

Harford County

 

 

347,000

 

 

 

100.0

%

 

July-14

New Jersey (2 buildings)

 

Newcastle County

 

 

275,000

 

 

 

97.1

%

 

July-14

New Jersey (2 buildings)

 

Delaware County

 

 

160,000

 

 

 

96.9

%

 

July-14

Cincinnati, OH (2 buildings)

 

Northern

 

 

840,000

 

 

 

100.0

%

 

Aug-14

Atlanta, GA*

 

Northwest

 

 

52,000

 

 

 

0.0

%

 

Aug-14

Dallas, TX*

 

Great Southwest

 

 

21,000

 

 

 

0.0

%

 

Sept-14

Columbus, OH (12 buildings)

 

 

 

 

3,480,000

 

 

 

97.7

%

 

Oct-14

Pennsylvania*

 

Lehigh Valley

 

 

112,000

 

 

 

0.0

%

 

Oct-14

Total/Weighted Average

 

 

 

 

5,394,000

 

 

 

94.8

%

 

 

*Building sold to a user.

 

3


 

Capital Markets

Since June 30, 2014, DCT Industrial raised $40.8 million in net proceeds from the sale of common stock through its “at the market” equity offering.  The Company issued approximately 5.3 million shares at an average price of $7.87 per share. The proceeds were used for acquisitions, development activities and for general corporate purposes.

 

Dividend

DCT Industrial’s Board of Directors has declared a $0.28 per share quarterly cash dividend (reflecting the impact of the previously announced reverse stock split), payable on January 10, 2015 to stockholders of record as December 24, 2014.

 

Guidance

The Company raised the bottom end and narrowed 2014 FFO guidance, as adjusted, to $1.87 to $1.92 per diluted share, up from $1.84 to $1.92 per diluted share (reflecting the impact of the previously announced reverse stock split). Additionally, net income attributable to common stockholders and unitholders is expected to be between $0.22 and $0.27 per diluted share. 

 

The Company’s FFO guidance excludes acquisition costs.

 

Conference Call Information

DCT Industrial will host a conference call to discuss Q3 2014 results on Friday, October 31, 2014 at 11:00 a.m. Eastern Time.  Stockholders and interested parties may listen to a live broadcast of the conference call by dialing (877) 506-6112 or (412) 902-6686. A telephone replay will be available through Friday, November 14, 2014 and can be accessed by dialing (877) 344-7529 or (412) 317-0088 and entering the passcode 10053316.  A live webcast of the conference call will be available in the Investors section of the DCT Industrial website at www.dctindustrial.com.  A webcast replay will also be available shortly following the call until October 31, 2015.

Supplemental information is available in the Investors section of the Company’s website at www.dctindustrial.com or by e-mail request at investorrelations@dctindustrial.com. Interested parties may also obtain supplemental information from the SEC’s website at www.sec.gov.

 

About DCT Industrial Trust®

DCT Industrial is a leading industrial real estate company specializing in the acquisition, development, leasing and management of bulk distribution and light industrial properties in high-volume distribution markets in the U.S.  As of September 30, 2014, the Company owned interests in approximately 74.3 million square feet of properties leased to approximately 900 customers. DCT maintains a Baa2 rating from Moody’s Investors Service and a BBB- from Standard & Poor’s Rating Services. Additional information is available at www.dctindustrial.com.

 

Click here to subscribe to Mobile Alerts for DCT Industrial.

 

 

CONTACT:

Melissa Sachs

DCT Industrial Trust

303-597-2400

investorrelations@dctindustrial.com

 

###


4


 

 

DCT INDUSTRIAL TRUST INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(in thousands, except share information)

 

 

September 30,

 

 

December 31,

 

 

2014

 

 

2013

 

ASSETS

(unaudited)

 

 

 

 

 

Land

$

917,627

 

 

$

883,804

 

Buildings and improvements

 

2,661,452

 

 

 

2,615,879

 

Intangible lease assets

 

85,732

 

 

 

82,758

 

Construction in progress

 

130,879

 

 

 

88,610

 

Total investment in properties

 

3,795,690

 

 

 

3,671,051

 

Less accumulated depreciation and amortization

 

(678,740

)

 

 

(654,097

)

Net investment in properties

 

3,116,950

 

 

 

3,016,954

 

Investments in and advances to unconsolidated joint ventures

 

99,229

 

 

 

124,923

 

Net investment in real estate

 

3,216,179

 

 

 

3,141,877

 

Cash and cash equivalents

 

26,326

 

 

 

32,226

 

Restricted cash

 

3,526

 

 

 

12,621

 

Deferred loan costs, net

 

8,584

 

 

 

10,251

 

Straight-line rent and other receivables, net of allowance for doubtful accounts of

    $886 and $2,178, respectively

 

50,988

 

 

 

46,247

 

Other assets, net

 

18,084

 

 

 

14,545

 

Assets held for sale

 

115,446

 

 

 

8,196

 

Total assets

$

3,439,133

 

 

$

3,265,963

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

Accounts payable and accrued expenses

$

85,496

 

 

$

63,281

 

Distributions payable

 

24,807

 

 

 

23,792

 

Tenant prepaids and security deposits

 

26,378

 

 

 

28,542

 

Other liabilities

 

11,874

 

 

 

10,122

 

Intangible lease liabilities, net

 

22,791

 

 

 

20,389

 

Line of credit

 

132,000

 

 

 

39,000

 

Senior unsecured notes

 

1,122,566

 

 

 

1,122,407

 

Mortgage notes

 

286,290

 

 

 

290,960

 

Liabilities related to assets held for sale

 

3,373

 

 

 

278

 

Total liabilities

 

1,715,575

 

 

 

1,598,771

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

Preferred stock, $0.01 par value, 50,000,000 shares authorized, none outstanding

 

-

 

 

 

-

 

Shares-in-trust, $0.01 par value, 100,000,000 shares authorized, none outstanding

 

-

 

 

 

-

 

Common stock, $0.01 par value, 500,000,000 shares authorized  335,052,587 and

   320,265,949 shares issued and outstanding as of September 30, 2014 and

   December 31, 2013, respectively

 

3,351

 

 

 

3,203

 

Additional paid-in capital

 

2,622,636

 

 

 

2,512,024

 

Distributions in excess of earnings

 

(991,241

)

 

 

(941,019

)

Accumulated other comprehensive loss

 

(27,860

)

 

 

(30,402

)

Total stockholders’ equity

 

1,606,886

 

 

 

1,543,806

 

Noncontrolling interests

 

116,672

 

 

 

123,386

 

Total equity

 

1,723,558

 

 

 

1,667,192

 

Total liabilities and equity

$

3,439,133

 

 

$

3,265,963

 

 

5


 

DCT INDUSTRIAL TRUST INC. AND SUBSIDIARIES

Consolidated Statements of Operations

(unaudited, in thousands, except per share information)

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

September 30,

 

 

September 30,

 

 

2014

 

 

2013

 

 

2014

 

 

2013

 

REVENUES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenues

$

84,285

 

 

$

73,111

 

 

$

250,206

 

 

$

209,744

 

Institutional capital management and other fees

 

322

 

 

 

619

 

 

 

1,394

 

 

 

2,139

 

Total revenues

 

84,607

 

 

 

73,730

 

 

 

251,600

 

 

 

211,883

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental expenses

 

9,672

 

 

 

8,779

 

 

 

31,507

 

 

 

26,073

 

Real estate taxes

 

13,288

 

 

 

11,032

 

 

 

40,196

 

 

 

33,218

 

Real estate related depreciation and amortization

 

37,842

 

 

 

32,843

 

 

 

111,545

 

 

 

94,634

 

General and administrative

 

6,727

 

 

 

6,120

 

 

 

21,059

 

 

 

19,823

 

Impairment losses

 

900

 

 

 

-

 

 

 

5,635

 

 

 

-

 

Casualty and involuntary conversion (gain) loss

 

14

 

 

 

(294

)

 

 

(326

)

 

 

(296

)

Total operating expenses

 

68,443

 

 

 

58,480

 

 

 

209,616

 

 

 

173,452

 

Operating income

 

16,164

 

 

 

15,250

 

 

 

41,984

 

 

 

38,431

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSE):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Development profit, net of taxes

 

-

 

 

 

-

 

 

 

2,016

 

 

 

268

 

Equity in earnings of unconsolidated joint ventures, net

 

892

 

 

 

759

 

 

 

5,202

 

 

 

1,721

 

Gain on business combination

 

-

 

 

 

-

 

 

 

1,000

 

 

 

-

 

Gain on dispositions of real estate interests

 

10,230

 

 

 

-

 

 

 

11,647

 

 

 

-

 

Interest expense

 

(16,078

)

 

 

(15,141

)

 

 

(48,316

)

 

 

(47,328

)

Interest and other income

 

1,577

 

 

 

83

 

 

 

1,582

 

 

 

310

 

Income tax benefit (expense) and other taxes

 

73

 

 

 

59

 

 

 

257

 

 

 

(373

)

Income (loss) from continuing operations

 

12,858

 

 

 

1,010

 

 

 

15,372

 

 

 

(6,971

)

Income (loss) from discontinued operations

 

352

 

 

 

(11,793

)

 

 

5,576

 

 

 

9,491

 

Consolidated net income (loss) of DCT Industrial Trust Inc.

 

13,210

 

 

 

(10,783

)

 

 

20,948

 

 

 

2,520

 

Net (income) loss attributable to noncontrolling interests

 

(801

)

 

 

626

 

 

 

(1,421

)

 

 

(589

)

Net income (loss) attributable to common stockholders

 

12,409

 

 

 

(10,157

)

 

 

19,527

 

 

 

1,931

 

Distributed and undistributed earnings allocated to participating securities

 

(171

)

 

 

(173

)

 

 

(507

)

 

 

(519

)

Adjusted net income (loss) attributable to

   common stockholders

$

12,238

 

 

$

(10,330

)

 

$

19,020

 

 

$

1,412

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EARNINGS PER COMMON SHARE - BASIC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

$

0.04

 

 

$

0.00

 

 

$

0.04

 

 

$

(0.03

)

Income (loss) from discontinued operations

 

0.00

 

 

 

(0.03

)

 

 

0.02

 

 

 

0.03

 

Net income (loss) attributable to common stockholders

$

0.04

 

 

$

(0.03

)

 

$

0.06

 

 

$

0.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EARNINGS PER COMMON SHARE - DILUTED

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

$

0.04

 

 

$

0.00

 

 

$

0.04

 

 

$

(0.03

)

Income (loss) from discontinued operations

 

0.00

 

 

 

(0.03

)

 

 

0.02

 

 

 

0.03

 

Net income (loss) attributable to common stockholders

$

0.04

 

 

$

(0.03

)

 

$

0.06

 

 

$

0.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

333,562

 

 

 

304,768

 

 

 

328,908

 

 

 

292,352

 

Diluted

 

334,764

 

 

 

305,673

 

 

 

330,034

 

 

 

292,352

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions declared per common share

$

0.07

 

 

$

0.07

 

 

$

0.21

 

 

$

0.21

 

 

 

 

6


 

Reconciliation of Net Income Attributable to Common Stockholders to Funds from Operations

(unaudited, in thousands, except per share and unit data)

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2014

 

 

2013

 

 

2014

 

 

2013

 

Reconciliation of net income (loss) attributable to common stockholders to FFO:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

 

$

 

12,409

 

 

$

 

(10,157

)

 

$

 

19,527

 

 

$

 

1,931

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate related depreciation and amortization

 

 

 

37,842

 

 

 

 

34,732

 

 

 

 

111,545

 

 

 

 

101,593

 

Equity in earnings of unconsolidated joint ventures, net

 

 

 

(892

)

 

 

 

(759

)

 

 

 

(5,202

)

 

 

 

(1,721

)

Equity in FFO of unconsolidated joint ventures

 

 

 

2,728

 

 

 

 

2,735

 

 

 

 

7,990

 

 

 

 

7,530

 

Impairment losses on depreciable real estate

 

 

 

900

 

 

 

 

13,279

 

 

 

 

5,767

 

 

 

 

13,279

 

Gain on business combination

 

 

 

-

 

 

 

 

-

 

 

 

 

(1,000

)

 

 

 

-

 

Gain on dispositions of real estate interests

 

 

 

(10,500

)

 

 

 

(75

)

 

 

 

(17,034

)

 

 

 

(17,614

)

Gain on dispositions of non-depreciable real estate

 

 

 

-

 

 

 

 

-

 

 

 

 

98

 

 

 

 

31

 

Noncontrolling interest in the above adjustments

 

 

 

(1,640

)

 

 

 

(3,227

)

 

 

 

(5,680

)

 

 

 

(7,066

)

FFO attributable to unitholders

 

 

 

2,103

 

 

 

 

2,320

 

 

 

 

6,153

 

 

 

 

6,602

 

FFO attributable to common stockholders and unitholders(1)

 

 

 

42,950

 

 

 

 

38,848

 

 

 

 

122,164

 

 

 

 

104,565

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition costs

 

 

 

716

 

 

 

 

443

 

 

 

 

2,050

 

 

 

 

1,648

 

FFO, as adjusted, attributable to common stockholders and unitholders –

   basic and diluted

 

$

 

43,666

 

 

$

 

39,291

 

 

$

 

124,214

 

 

$

 

106,213

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO per common share and unit — basic and diluted

 

$

 

0.12

 

 

$

 

0.12

 

 

$

 

0.35

 

 

$

 

0.33

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO, as adjusted, per common share and unit — basic and diluted

 

$

 

0.12

 

 

$

 

0.12

 

 

$

 

0.36

 

 

$

 

0.34

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO weighted average common shares and units outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares for earnings per share - basic

 

 

 

333,562

 

 

 

 

304,768

 

 

 

 

328,908

 

 

 

 

292,352

 

Participating securities

 

 

 

2,485

 

 

 

 

2,526

 

 

 

 

2,400

 

 

 

 

2,445

 

Units

 

 

 

17,152

 

 

 

 

18,620

 

 

 

 

17,443

 

 

 

 

19,513

 

FFO weighted average common shares, participating securities and units

   outstanding – basic

 

 

 

353,199

 

 

 

 

325,914

 

 

 

 

348,751

 

 

 

 

314,310

 

Dilutive common stock equivalents

 

 

 

1,202

 

 

 

 

905

 

 

 

 

1,126

 

 

 

 

868

 

FFO weighted average common shares, participating securities and units

   outstanding – diluted

 

 

 

354,401

 

 

 

 

326,819

 

 

 

 

349,877

 

 

 

 

315,178

 

 

(1)

Funds from Operations, FFO, as defined by the National Association of Real Estate Investment Trusts (NAREIT).

 

 

7


 

Guidance

The Company is providing the following guidance:

 

 

Range for the Full-Year

 

 

 

2014

 

 

 

Low

 

 

High

 

Guidance:

 

 

 

 

 

 

 

 

Earnings per common share - diluted

 

$

0.22

 

 

$

0.27

 

Real estate related depreciation and amortization(1)

 

 

1.75

 

 

 

1.75

 

Impairment and acquisition costs

 

 

0.10

 

 

 

0.10

 

Gains on sale of depreciated property

 

 

(0.20

)

 

 

(0.20

)

FFO, as adjusted, per common share and unit-diluted(2)

 

$

1.87

 

 

$

1.92

 

 

 The above guidance reflects the impact of the previously announced reverse stock split.

    (1) Includes pro rata share of real estate depreciation and amortization from unconsolidated joint ventures.

    (2) The Company’s FFO guidance excludes acquisition costs.

The following table shows the calculation of our Fixed Charge Coverage for the three and nine months ended

September 30, 2014 and 2013 (in thousands):

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2014

 

 

2013

 

 

2014

 

 

2013

 

Net income (loss) attributable to common stockholders(1)

$

 

12,409

 

 

$

 

(10,157

)

 

$

 

19,527

 

 

$

 

1,931

 

Interest expense

 

 

16,078

 

 

 

 

15,141

 

 

 

 

48,316

 

 

 

 

47,328

 

Proportionate share of interest expense from unconsolidated joint ventures

 

 

369

 

 

 

 

398

 

 

 

 

1,047

 

 

 

 

1,257

 

Real estate related depreciation and amortization

 

 

37,842

 

 

 

 

34,732

 

 

 

 

111,545

 

 

 

 

101,593

 

Proportionate share of real estate related depreciation and amortization

   from unconsolidated joint ventures

 

 

1,344

 

 

 

 

1,478

 

 

 

 

4,155

 

 

 

 

4,440

 

Income tax (benefit) expense and other taxes

 

 

(73

)

 

 

 

(42

)

 

 

 

(225

)

 

 

 

390

 

Stock-based compensation

 

 

1,190

 

 

 

 

1,030

 

 

 

 

3,410

 

 

 

 

2,905

 

Noncontrolling interests

 

 

801

 

 

 

 

(626

)

 

 

 

1,421

 

 

 

 

589

 

Non-FFO gain on business combination

 

 

-

 

 

 

 

-

 

 

 

 

(1,000

)

 

 

 

-

 

Non-FFO gain on dispositions of real estate interests

 

 

(10,500

)

 

 

 

(75

)

 

 

 

(16,936

)

 

 

 

(17,583

)

Impairment losses

 

 

900

 

 

 

 

13,279

 

 

 

 

5,767

 

 

 

 

13,279

 

Adjusted EBITDA

$

 

60,360

 

 

$

 

55,158

 

 

$

 

177,027

 

 

$

 

156,129

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CALCULATION OF FIXED CHARGES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

$

 

16,078

 

 

$

 

15,141

 

 

$

 

48,316

 

 

$

 

47,328

 

Capitalized interest

 

 

2,160

 

 

 

 

2,107

 

 

 

 

6,119

 

 

 

 

6,058

 

Amortization of loan costs and debt premium/discount

 

 

(127

)

 

 

 

(55

)

 

 

 

(383

)

 

 

 

(155

)

Other noncash interest expense

 

 

(1,027

)

 

 

 

(1,000

)

 

 

 

(3,078

)

 

 

 

(3,000

)

Proportionate share of interest expense from unconsolidated joint ventures

 

 

369

 

 

 

 

398

 

 

 

 

1,047

 

 

 

 

1,257

 

Total fixed charges

$

 

17,453

 

 

$

 

16,591

 

 

$

 

52,021

 

 

$

 

51,488

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed charge coverage

 

 

3.5

 

 

 

 

3.3

 

 

 

 

3.4

 

 

 

 

3.0

 

 

(1)

Includes amounts related to discontinued operations, when applicable.

 

 

 

8


 

The following table is a reconciliation of our reported income (loss) from continuing operations to our net operating income for the three and nine months ended September 30, 2014 and 2013 (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2014

 

 

2013

 

 

2014

 

 

2013

 

Reconciliation of income (loss) from continuing operations to NOI:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

$

 

12,858

 

 

$

 

1,010

 

 

$

 

15,372

 

 

$

 

(6,971

)

Income tax (benefit) expense and other taxes

 

 

 

(73

)

 

 

 

(59

)

 

 

 

(257

)

 

 

 

373

 

Interest and other income

 

 

 

(1,577

)

 

 

 

(83

)

 

 

 

(1,582

)

 

 

 

(310

)

Interest expense

 

 

 

16,078

 

 

 

 

15,141

 

 

 

 

48,316

 

 

 

 

47,328

 

Equity in earnings of unconsolidated joint ventures, net

 

 

 

(892

)

 

 

 

(759

)

 

 

 

(5,202

)

 

 

 

(1,721

)

General and administrative

 

 

 

6,727

 

 

 

 

6,120

 

 

 

 

21,059

 

 

 

 

19,823

 

Real estate related depreciation and amortization

 

 

 

37,842

 

 

 

 

32,843

 

 

 

 

111,545

 

 

 

 

94,634

 

Impairment losses

 

 

 

900

 

 

 

 

-

 

 

 

 

5,635

 

 

 

 

-

 

Development profit, net of taxes

 

 

 

-

 

 

 

 

-

 

 

 

 

(2,016

)

 

 

 

(268

)

Gain on business combination

 

 

 

-

 

 

 

 

-

 

 

 

 

(1,000

)

 

 

 

-

 

Gain on dispositions of real estate interests

 

 

 

(10,230

)

 

 

 

-

 

 

 

 

(11,647

)

 

 

 

-

 

Casualty and involuntary conversion (gain) loss

 

 

 

14

 

 

 

 

(294

)

 

 

 

(326

)

 

 

 

(296

)

Institutional capital management and other fees

 

 

 

(322

)

 

 

 

(619

)

 

 

 

(1,394

)

 

 

 

(2,139

)

Total GAAP net operating income

 

 

 

61,325

 

 

 

 

53,300

 

 

 

 

178,503

 

 

 

 

150,453

 

Less net operating income - non-same store properties

 

 

 

(8,761

)

 

 

 

(3,390

)

 

 

 

(35,107

)

 

 

 

(12,200

)

Same store GAAP net operating income

 

 

 

52,564

 

 

 

 

49,910

 

 

 

 

143,396

 

 

 

 

138,253

 

Less revenue from lease terminations

 

 

 

(260

)

 

 

 

(517

)

 

 

 

(1,161

)

 

 

 

(828

)

Add early termination straight-line rent adjustment

 

 

 

59

 

 

 

 

57

 

 

 

 

420

 

 

 

 

310

 

Same store GAAP net operating income, excluding revenue from

   lease terminations

 

 

 

52,363

 

 

 

 

49,450

 

 

 

 

142,655

 

 

 

 

137,735

 

Less straight-line rents, net of related bad debt expense

 

 

 

(632

)

 

 

 

(720

)

 

 

 

(3,054

)

 

 

 

(2,053

)

Less amortization of above/(below) market rents

 

 

 

(394

)

 

 

 

(404

)

 

 

 

(1,038

)

 

 

 

(1,184

)

Same store cash net operating income, excluding revenue from

   lease terminations

 

$

 

51,337

 

 

$

 

48,326

 

 

$

 

138,563

 

 

$

 

134,498

 

 

 

9


 

Financial Measures

Net operating income (“NOI”) is defined as rental revenues, including expense reimbursements, less rental expenses and real estate taxes, which excludes institutional capital management fees, depreciation, amortization, casualty gains, impairment, general and administrative expenses, equity in (earnings) loss of unconsolidated joint ventures,  interest expense, interest and other income and income tax expense and other taxes.  We consider NOI to be an appropriate supplemental performance measure because it reflects the operating performance of our properties and excludes certain items that are not considered to be controllable in connection with the management of the property such as depreciation, amortization, impairment, general and administrative expenses, interest income and interest expense.  Additionally, lease termination revenue is excluded as it is not considered to be indicative of recurring operating income.  However those measures should not be viewed as alternative measures of our financial performance since they exclude expenses which could materially impact our results of operations.  Further, our NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating NOI, same store NOI (excluding revenue from lease terminations), and cash basis same store NOI (excluding revenue from lease terminations).  Therefore, we believe net income (loss) attributable to common stockholders, as defined by GAAP, to be the most appropriate measure to evaluate our overall financial performance.

 

DCT Industrial believes that net income (loss) attributable to common stockholders, as defined by GAAP, is the most appropriate earnings measure.  However, DCT Industrial considers Funds from Operations (“FFO”), as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), to be a useful supplemental, non-GAAP measure of DCT Industrial’s operating performance.  NAREIT developed FFO as a relative measure of performance of an equity REIT in order to recognize that the value of income-producing real estate historically has not depreciated on the basis determined under GAAP.  FFO is generally defined as net income attributable to common stockholders, calculated in accordance with GAAP, plus real estate-related depreciation and amortization, less gains from dispositions of operating real estate held for investment purposes, plus impairment losses on depreciable real estate and impairments of in substance real estate investments in investees that are driven by measurable decreases in the fair value of the depreciable real estate held by the unconsolidated joint ventures and adjustments to derive DCT Industrial’s pro rata share of FFO of unconsolidated joint ventures.  We exclude gains and losses on business combinations and include the gains or losses from dispositions of properties which were acquired or developed with the intention to sell or contribute to an investment fund in our definition of FFO.  Although the NAREIT definition of FFO predates the guidance for accounting for gains and losses on business combinations, we believe that excluding such gains and losses is consistent with the key objective of FFO as a performance measure.  We also present FFO excluding acquisition costs, debt modification costs and impairment losses on properties which are not depreciable.  We believe that FFO excluding acquisition costs, debt modification costs and impairment losses on non-depreciable real estate is useful supplemental information regarding our operating performance as it provides a more meaningful and consistent comparison of our operating performance and allows investors to more easily compare our operating results.  Readers should note that FFO captures neither the changes in the value of DCT Industrial’s properties that result from use or market conditions, nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of DCT Industrial’s properties, all of which have real economic effect and could materially impact DCT Industrial’s results from operations. NAREIT’s definition of FFO is subject to interpretation, and modifications to the NAREIT definition of FFO are common. Accordingly, DCT Industrial’s FFO may not be comparable to other REITs’ FFO and FFO should be considered only as a supplement to net income (loss) as a measure of DCT Industrial’s performance.

 

DCT Industrial calculates our fixed charge coverage calculation based on adjusted EBITDA, which represents net income (loss) attributable to DCT common stockholders before interest, taxes, depreciation, amortization, stock-based compensation expense, noncontrolling interest, impairment losses, and proportionate share of interest, depreciation and amortization from unconsolidated joint ventures, and excludes non-FFO gains and losses on disposed assets and business combinations.  We use adjusted EBITDA to measure our operating performance and to provide investors relevant and useful information because it allows fixed income investors to view income from our operations on an unleveraged basis before the effects of non-cash items, such as depreciation and amortization and stock-based compensation expense, and irregular items, such as non-FFO gains or losses from the dispositions of real estate, impairment losses and gains and losses on business combinations.  

10


 

Forward-Looking Statements

We make statements in this report that are considered “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, which are usually identified by the use of words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “seeks,” “should,” “will,” and variations of such words or similar expressions and includes statements regarding our anticipated yields.  We intend these 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 and are including this statement for purposes of complying with those safe harbor provisions.  These forward-looking statements reflect our current views about our plans, intentions, expectations, strategies and prospects, which are based on the information currently available to us and on assumptions we have made.  Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that the plans, intentions, expectations or strategies will be attained or achieved.  Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control including, without limitation: national, international, regional and local economic conditions, including, in particular, the strength of the United States economic recovery and global economic recovery; the general level of interest rates and the availability of capital; the competitive environment in which we operate; real estate risks, including fluctuations in real estate values and the general economic climate in local markets and competition for tenants in such markets; decreased rental rates or increasing vacancy rates; defaults on or non-renewal of leases by tenants; acquisition and development risks, including failure of such acquisitions and development projects to perform in accordance with projections; the timing of acquisitions, dispositions and development; natural disasters such as fires, floods, tornadoes, hurricanes and earthquakes; energy costs; the terms of governmental regulations that affect us and interpretations of those regulations, including the cost of compliance with those regulations, changes in real estate and zoning laws and increases in real property tax rates; financing risks, including the risk that our cash flows from operations may be insufficient to meet required payments of principal, interest and other commitments; lack of or insufficient amounts of insurance; litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; the consequences of future terrorist attacks or civil unrest; environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by us; and other risks and uncertainties detailed in the section of our Form 10-K filed with the SEC and updated on Form 10-Q entitled “Risk Factors.” In addition, our current and continuing qualification as a real estate investment trust, or REIT, involves the application of highly technical and complex provisions of the Internal Revenue Code of 1986, or the Code, and depends on our ability to meet the various requirements imposed by the Code through actual operating results, distribution levels and diversity of stock ownership.  We assume no obligation to update publicly any forward looking statements, whether as a result of new information, future events or otherwise.

 

 

11