Attached files

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8-K/A - Plymouth Industrial REIT, Inc.eps6016.htm
EX-99.6 - COLUMBUS, OHIO CREEKSIDE LIQUIDITY SERVICES - Plymouth Industrial REIT, Inc.ex99-6.htm
EX-99.7 - Plymouth Industrial REIT, Inc.ex99-7.htm
EX-99.3 - COLUMBUS, OH ALLIANCE DATA SYSTEMS - Plymouth Industrial REIT, Inc.ex99-3.htm
EX-99.5 - COLUMBUS, OH PIER ONE - Plymouth Industrial REIT, Inc.ex99-5.htm
EX-99.1 - Plymouth Industrial REIT, Inc.ex99-1.htm
EX-99.2 - Plymouth Industrial REIT, Inc.ex99-2.htm
EX-99.9 - Plymouth Industrial REIT, Inc.ex99-9.htm
EX-99.8 - Plymouth Industrial REIT, Inc.ex99-8.htm
EX-99.11 - Plymouth Industrial REIT, Inc.ex99-11.htm
EX-99.10 - Plymouth Industrial REIT, Inc.ex99-10.htm
EX-99.13 - Plymouth Industrial REIT, Inc.ex99-13.htm
EX-99.12 - Plymouth Industrial REIT, Inc.ex99-12.htm

Exhibit 99.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

VENTURE ONE PORTFOLIO

 

COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES

 

FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)

 

 

 

 
 

 

VENTURE ONE PORTFOLIO

 

CONTENTS

 

 

 

 

Independent Auditors’ Report 1-2
   
   
Combined Statements of Revenues and Certain Expenses 3
   
   
Notes to Combined Statements of Revenues and Certain Expenses 4-6

 

 
 

 

 

INDEPENDENT AUDITORS’ REPORT

 

 

To the Board of Directors and Stockholders

Plymouth Industrial REIT, Inc.

 

 

Report on the Financial Statement

 

We have audited the accompanying combined statement of revenues and certain expenses of Venture One Portfolio for the year ended December 31, 2013, and the related notes to the combined statement of revenues and certain expenses.

 

Management's Responsibility for the Financial Statement

 

Management is responsible for the preparation and fair presentation of this financial statement in accordance with accounting principles generally accepted in the United Statements of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the combined financial statement that is free from material misstatement, whether due to fraud or error.

 

Auditors’ Responsibility

 

Our responsibility is to express an opinion on the combined financial statement based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the combined financial statement is free from material misstatement.

 

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statement. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the combined financial statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statement.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

1
 

 

Opinion

 

In our opinion, the combined financial statement referred to above presents fairly, in all material respects, the combined revenues and certain expenses, described in Note 2, of Venture One Portfolio for the year ended December 31, 2013, in accordance with accounting principles generally accepted in the United States of America.

 

Emphasis of Matter

 

We draw attention to Note 2 to the combined financial statement, which describes that the accompanying combined financial statement was prepared for the purpose of complying with rules and regulations of the U.S. Securities and Exchange Commission and it is not intended to be a complete presentation of Venture One Portfolio’s combined revenues and certain expenses. Our opinion is not modified with respect to that matter.

 

 

 

/s/ Marcum LLP

Marcum LLP

 

Boston, MA
June 6, 2014

 

 

 

 

 

 

 

 

 

 

 

2
 

 

VENTURE ONE PORTFOLIO

 

COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES

 

FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)

 

 

 

   Nine Months Ended     
   September 30, 2014   Year Ended 
   (Unaudited)   December 31, 2013 
         
Revenues          
Rental revenue  $1,761,880   $2,350,287 
Tenant reimbursements   467,138    519,162 
Other   1,189    300 
Total revenues   2,230,207    2,869,749 
           
Certain expenses          
Property operating expenses   182,968    237,954 
Real estate taxes and insurance   477,088    502,977 
General and administrative expenses   8,376    21,768 
Total certain expenses   668,432    762,699 
Revenues in excess of certain expenses  $1,561,775   $2,107,050 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the combined statements of revenues and certain expenses.

 

3
 

 

VENTURE ONE PORTFOLIO

 

NOTES TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES

 

FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)

 

 

NOTE 1 - DESCRIPTION OF PORTFOLIO

 

Venture One Portfolio (the “Portfolio”) consists of a group of six fully-constructed industrial warehouse facilities located in Chicago, Illinois with approximately 486,000 square feet of rentable space. As of September 30, 2014, common control existed across all properties in the Portfolio. Plymouth Industrial REIT, Inc. (the “Company”) acquired the Portfolio on October 31, 2014 from VK Industrial I, LP.

 

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

BASIS OF PRESENTATION

 

The accompanying combined statements of revenues and certain expenses include the operations of the Portfolio and have been prepared for the purpose of complying with Rule 3-14 of Regulation S-X promulgated under the Securities Act of 1933, as amended. Accordingly, the statements are not representative of the actual operations for the periods presented as revenues and certain expenses, which may not be directly attributable to the revenues and expenses expected to be incurred in the future operations of the Portfolio, have been excluded. Such items include depreciation, amortization, interest expense, interest income, and amortization of above-and below-market leases. Management is not aware of any material factors relating to the properties that would cause the reported financial information not to be indicative of future operating results.

 

INTERIM UNAUDITED INFORMATION

 

The combined statement of revenues and certain expenses for the nine months ended September 30, 2014 is unaudited. In the opinion of the Company, such statement reflects all adjustments necessary for a fair presentation of revenues and certain expenses in accordance with U.S. Securities and Exchange Commission’s Rule 3-14 as described above. All such adjustments are of a normal recurring nature.

 

USE OF ESTIMATES

 

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues and certain expenses during the reporting periods. Actual results could differ from these estimates.

 

4
 

 

VENTURE ONE PORTFOLIO

 

NOTES TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES

 

FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)

 

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

REVENUE RECOGNITION

 

The Portfolio recognizes rental revenue from tenants on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased asset.

 

Tenant reimbursements related to reimbursements of real estate taxes, insurance, and other operating expenses are recognized as revenue in the period the applicable expenses are incurred.

 

 

NOTE 3 - MINIMUM FUTURE LEASE RENTALS

 

There are various lease agreements in place with tenants to lease space in the Portfolio. As of September 30, 2014, the minimum future rentals receivable under noncancelable operating leases in each of the next five years and thereafter are as follows (unaudited):

 

 

Year Ending December 31,  Amount 
2014 (three months ending December 31, 2014)  $588,849 
2015   2,327,283 
2016   2,365,771 
2017   1,844,178 
2018   1,890,921 
Thereafter   3,571,840 
Total  $12,588,842 

 

 

NOTE 4 - TENANT CONCENTRATIONS

 

As of December 31, 2013 and September 30, 2014, four properties are 100% occupied by single tenants and two properties are 100% occupied by multi-tenants. One multi-tenant property is occupied by two tenants with occupancy of 77% and 23%, respectively, and the other is occupied by two tenants with occupancy of 48% and 52%, respectively.

 

5
 

 

VENTURE ONE PORTFOLIO

 

NOTES TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES

 

FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)

 

 

NOTE 4 - TENANT CONCENTRATIONS (CONTINUED)

 

The following table summarizes the total revenues for each property:

 

   Tenants   Square
Feet
   Nine Months
Ended
September 30,
2014
(Unaudited)
$
   %   Year Ended
December 31,
2013
($)
   % 
                         
3940 Stern Street   Single    146,798   $538,308    24%   $695,536    24% 
1875 Homes   Single    134,415    570,913    26%    744,385    26% 
189 Seegers   Single    25,000    136,446    6%    198,126    7% 
11351 W 183rd   Single    18,768    163,998    7%    202,395    7% 
1355 Holmes   Multi-tenant    82,456    369,079    17%    447,123    16% 
2401 Commerce   Multi-tenant    78,715    451,463    20%    582,184    20% 
Total        486,152   $2,230,207    100%   $2,869,749    100% 

 

 

NOTE 5 - RELATED-PARTY TRANSACTIONS

 

An affiliate of the previous owner of the Portfolio provided property management services to the properties. The management fee was calculated at 3% of annual rent. Management fees amounted to $62,737 for the year ended December 31, 2013 and $65,006 for the nine months ended September 30, 2014 (unaudited).

 

 

NOTE 6 - SUBSEQUENT EVENTS

 

The Portfolio’s management evaluated subsequent events through June 6, 2014, the date the combined financial statements were available to be issued.

 

6