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EX-99.2 - EXHIBIT 99.2 - W. P. Carey Inc.wpc2015q38-ksupplementalex.htm
8-K - 8-K - W. P. Carey Inc.wpc2015q38-ksupplemental.htm
Exhibit 99.1


FOR IMMEDIATE RELEASE

Institutional Investors:
Peter Sands
W. P. Carey Inc.
212-492-1110
institutionalir@wpcarey.com

Individual Investors:
W. P. Carey Inc.
212-492-8920
ir@wpcarey.com

Press Contact:
Guy Lawrence
Ross & Lawrence
212-308-3333
gblawrence@rosslawpr.com



W. P. Carey Inc. Announces Third Quarter 2015 Financial Results

Exploring Potential Separation into More Focused Entities


New York, NY – November 3, 2015 – W. P. Carey Inc. (NYSE: WPC) (W. P. Carey or the Company), a global net lease real estate investment trust, today reported its financial results for the third quarter ended September 30, 2015.

Financial Update – Third Quarter 2015

Net revenues of $198.2 million, comprised of net revenues from real estate ownership of $175.8 million and net revenues from the Managed Programs of $22.3 million
AFFO of $126.6 million, equivalent to $1.19 per diluted share
2015 AFFO guidance range narrowed to $4.83 to $4.97 per diluted share
Quarterly dividend of $0.955 per share, equivalent to an annualized dividend rate of $3.82 per share

Business Update Third Quarter 2015

Owned Real Estate
Completed two investments totaling $97.7 million
Disposed of three properties for total proceeds of $6.7 million
Net lease portfolio occupancy of 98.8%

Investment Management
Structured $191.2 million of investments on behalf of the Managed REITs
Assets under management of $10.5 billion
CWI 2 investor capital inflows of $75.5 million

W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 1



Strategic
Actively exploring the potential separation of the Company into more focused entities aligned with its core competencies


MANAGEMENT COMMENTARY

“I’m pleased to report that AFFO per diluted share increased 5.3% compared to the same quarter last year, due primarily to the positive net impact of acquisitions within our owned real estate portfolio and growth in assets under management within our investment management business,” said Trevor Bond, Chief Executive Officer of W. P. Carey.

“In addition, as part of our ongoing internal strategic review, we are evaluating the potential to create long-term value by separating our core competencies into more focused entities with distinct strategies, which we believe will provide enhanced opportunities for growth. Accordingly, the board has authorized management to actively explore such a transformation.”


FINANCIAL RESULTS

Revenues

Total Company: Revenues excluding reimbursable costs (net revenues) for the 2015 third quarter totaled $198.2 million, up 12.6% from $176.0 million for the 2014 third quarter, due primarily to additional lease revenues from properties acquired since the start of the 2014 third quarter and higher asset management revenue resulting from growth in assets under management.

Real Estate Ownership: Real estate revenues excluding reimbursable tenant costs (net revenues from real estate ownership) for the 2015 third quarter were $175.8 million, up 10.6% from $159.0 million for the 2014 third quarter, due primarily to additional lease revenues from properties acquired since the start of the 2014 third quarter.

Investment Management: Revenues from the Managed Programs excluding reimbursable costs (net revenues from the Managed Programs) for the 2015 third quarter were $22.3 million, up 31.2% from $17.0 million for the 2014 third quarter, due primarily to higher asset management revenue resulting from growth in assets under management.

Adjusted Funds from Operations (AFFO)

AFFO for the 2015 third quarter was $1.19 per diluted share, up 5.3% compared to $1.13 per diluted share for the 2014 third quarter, due primarily to (i) the positive net impact of properties acquired for our owned real estate portfolio since the beginning of the 2014 third quarter; and (ii) higher assets under management within our investment management business resulting in increases to both asset management fees and distributions of available cash from the Company’s interests in the operating partnerships of the Managed REITs. These were partly offset by a stronger U.S. dollar, primarily relative to the euro, net of realized hedging gains and higher general and administrative expenses.

Note: Further information concerning AFFO, a non-GAAP supplemental performance metric, is presented in the accompanying tables and related notes.

Dividend

As previously announced, on September 17, 2015, the Company’s Board of Directors declared a quarterly cash dividend of $0.955 per share, equivalent to an annualized dividend rate of $3.82 per share. The dividend was paid on October 15, 2015, to stockholders of record as of September 30, 2015.



W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 2


AFFO GUIDANCE

For the 2015 full year, the Company expects to report AFFO of between $4.83 and $4.97 per diluted share, based on assumed total acquisition volume of between approximately $2.7 billion and $3.5 billion, comprised of approximately $600 million to $700 million for the Company’s owned real estate portfolio and approximately $2.1 billion to $2.8 billion on behalf of the Managed REITs. It also assumes dispositions from the Company’s owned real estate portfolio of between approximately $40 million and $100 million.


OWNED REAL ESTATE PORTFOLIO

Acquisitions

During the 2015 third quarter, the Company completed two investments totaling $97.7 million, bringing total investment volume for the nine months ended September 30, 2015, to $543.3 million, including transaction-related costs and fees.

Dispositions

During the 2015 third quarter, the Company disposed of three properties as part of its active capital recycling program for a total of $6.7 million, bringing total dispositions for the nine months ended September 30, 2015, to $31.8 million, including transaction-related costs and fees.

Composition

As of September 30, 2015, the Company’s owned real estate portfolio consisted of 854 net lease properties, comprising 89.8 million square feet leased to 221 tenants, and three operating properties. As of that date, the weighted-average lease term of the net lease portfolio was 8.9 years and the occupancy rate was 98.8%.


INVESTMENT MANAGEMENT

W. P. Carey is the advisor to CPA®:17 – Global and CPA®:18 – Global (the CPA® REITs), Carey Watermark Investors Incorporated (CWI) and Carey Watermark Investors 2 Incorporated (CWI 2) (the CWI REITs, and together with the CPA® REITs, the Managed REITs) and Carey Credit Income Fund (CCIF) (together with the Managed REITs, the Managed Programs).

Acquisitions

During the 2015 third quarter, the Company structured new investments totaling $191.2 million on behalf of the Managed REITs, bringing total acquisitions for the nine months ended September 30, 2015, to $1.9 billion, including transaction-related costs and fees.

Assets Under Management

As of September 30, 2015, the Managed Programs had total assets under management of approximately $10.5 billion, up 0.9% from $10.4 billion as of June 30, 2015, and up 26.1% from $8.3 billion as of September 30, 2014.

Investor Capital Inflows

During the 2015 third quarter, CWI 2 had investor capital inflows of $75.5 million, bringing total investor capital inflows for the Managed Programs for the nine months ended September 30, 2015, to $192.9 million.

Product Update

As previously announced, during the 2015 third quarter, the registration statements for Carey Credit Income Fund 2016 T and Carey Credit Income Fund-I were declared effective by the SEC, enabling the Company to commence capital raising on their behalf as feeder funds for CCIF, the Company’s first business development company (BDC).


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 3



* * * * *


Supplemental Information

The Company has provided supplemental unaudited financial and operating information regarding the 2015 third quarter, including a description of non-GAAP financial measures and reconciliations to GAAP measures, in a Current Report on Form 8-K filed with the SEC on November 3, 2015.


* * * * *


Live Conference Call and Audio Webcast Scheduled for 11:00 a.m. Eastern Time
Please call to register at least 10 minutes prior to the start time.

Date/Time: Tuesday, November 3, 2015 at 11:00 a.m. Eastern Time
Call-in Number: +1-844-691-1119 (US) or +1-925-392-0263 (international)
Conference ID: 48835243
Audio Webcast: www.wpcarey.com/earnings

Audio Webcast Replay

An audio replay of the call will be available at www.wpcarey.com/earnings.


* * * * *


W. P. Carey Inc.

W. P. Carey Inc. is a leading global net lease REIT that provides long-term sale-leaseback and build-to-suit financing solutions for companies worldwide. At September 30, 2015, the Company had an enterprise value of approximately $10.4 billion. In addition to its owned portfolio of diversified global real estate, W. P. Carey manages a series of non-traded publicly registered investment programs with assets under management of approximately $10.5 billion. Its corporate finance-focused credit and real estate underwriting process is a constant that has been successfully leveraged across a wide variety of industries and property types. Furthermore, its portfolio of long-term leases with creditworthy tenants has an established history of generating stable cash flows, enabling it to deliver consistent and rising dividend income to investors for over four decades.
www.wpcarey.com


* * * * *


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 4


Cautionary Statement Concerning Forward-Looking Statements:

Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief, or expectations of W. P. Carey and can be identified by the use of words such as “may,” “will,” “should,” “would,” “assume,” “outlook,” “seek,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” and other comparable terms. These forward-looking statements include, but are not limited to, the statements made by Mr. Bond, as well as statements regarding the potential separation, including the timing and potential benefits thereof and whether any such separation will be completed, annualized dividends, funds from operations coverage and guidance, including underlying assumptions, and with regard to its capital recycling and intended results thereof, and anticipated future financial and operating performance and results, including estimates of growth. These statements are based on the current expectations of the management of W. P. Carey. It is important to note that W. P. Carey’s actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable factors could also have material adverse effects on future results, performance, or achievements of W. P. Carey or any entities resulting from the potential separation. Discussions of some of these other important factors and assumptions are contained in W. P. Carey’s filings with the SEC and are available at the SEC’s website at http://www.sec.gov, including Item 1A. Risk Factors in W. P. Carey’s Annual Report on Form 10-K for the year ended December 31, 2014 as filed with the SEC on March 2, 2015, as amended by a Form 10-K/A filed with the SEC on March 17, 2015, and Part II, Item 1A. “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 as filed with the SEC on May 18, 2015. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.


* * * * *


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 5


W. P. CAREY INC.
Consolidated Balance Sheets (Unaudited)
(in thousands)
 
September 30, 2015
 
December 31, 2014
Assets
 
 
 
Investments in real estate:
 
 
 
Real estate, at cost
$
5,297,782

 
$
5,006,682

Operating real estate, at cost
82,648

 
84,885

Accumulated depreciation
(351,666
)
 
(258,493
)
Net investments in properties
5,028,764

 
4,833,074

Net investments in direct financing leases
780,239

 
816,226

Assets held for sale
4,863

 
7,255

Net investments in real estate
5,813,866

 
5,656,555

Cash and cash equivalents
191,318

 
198,683

Equity investments in the Managed Programs and real estate
275,883

 
249,403

Due from affiliates
147,700

 
34,477

In-place lease and tenant relationship intangible assets, net
928,962

 
993,819

Goodwill
684,576

 
692,415

Above-market rent intangible assets, net
492,754

 
522,797

Other assets, net
353,369

 
300,330

Total Assets
$
8,888,428

 
$
8,648,479

 
 
 
 
Liabilities and Equity
 
 
 
Liabilities:
 
 
 
Non-recourse debt, net
$
2,412,612

 
$
2,532,683

Senior Unsecured Notes, net
1,502,007

 
498,345

Senior Unsecured Credit Facility - Revolver
435,489

 
807,518

Senior Unsecured Credit Facility - Term Loan
250,000

 
250,000

Accounts payable, accrued expenses and other liabilities
298,514

 
293,846

Below-market rent and other intangible liabilities, net
165,647

 
175,070

Deferred income taxes
87,570

 
94,133

Distributions payable
101,645

 
100,078

Total liabilities
5,253,484

 
4,751,673

Redeemable noncontrolling interest
14,622

 
6,071

 
 
 
 
Equity:
 
 
 
W. P. Carey stockholders’ equity:
 
 
 
Preferred stock (none issued)

 

Common stock
105

 
105

Additional paid-in capital
4,300,859

 
4,322,273

Distributions in excess of accumulated earnings
(655,095
)
 
(465,606
)
Deferred compensation obligation
57,395

 
30,624

Accumulated other comprehensive loss
(156,669
)
 
(75,559
)
Less: treasury stock at cost
(60,948
)
 
(60,948
)
Total W. P. Carey stockholders’ equity
3,485,647

 
3,750,889

Noncontrolling interests
134,675

 
139,846

Total equity
3,620,322

 
3,890,735

Total Liabilities and Equity
$
8,888,428

 
$
8,648,479



W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 6


W. P. CAREY INC.
Quarterly Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
 
Three Months Ended
 
September 30, 2015
 
June 30, 2015
 
September 30, 2014
Revenues
 
 
 
 
 
Real estate revenues:
 
 
 
 
 
Lease revenues
$
164,741

 
$
162,574

 
$
149,243

Operating property revenues (a)
8,107

 
8,426

 
8,344

Reimbursable tenant costs
5,340

 
6,130

 
6,271

Lease termination income and other
2,988

 
3,122

 
1,415

 
181,176

 
180,252

 
165,273

Revenues from the Managed Programs:
 
 
 
 
 
Asset management revenue
13,004

 
12,073

 
9,088

Reimbursable costs
11,155

 
7,639

 
14,722

Structuring revenue
8,207

 
37,808

 
5,487

Dealer manager fees
1,124

 
307

 
2,436

 
33,490

 
57,827

 
31,733

 
214,666

 
238,079

 
197,006

Operating Expenses
 

 
 
 
 

Depreciation and amortization
75,512

 
65,166

 
59,524

General and administrative
22,842

 
26,376

 
20,261

Impairment charges
19,438

 
591

 
4,225

Reimbursable tenant and affiliate costs
16,495

 
13,769

 
20,993

Property expenses, excluding reimbursable tenant costs
11,120

 
11,020

 
10,346

Acquisition and strategic initiative expenses
4,760

 
1,897

 
618

Stock-based compensation expense
3,966

 
5,089

 
7,979

Dealer manager fees and expenses
3,185

 
2,327

 
3,847

Subadvisor fees (b)
1,748

 
4,147

 
381

 
159,066

 
130,382

 
128,174

Other Income and Expenses
 

 
 
 
 

Interest expense
(49,683
)
 
(47,693
)
 
(46,534
)
Equity in earnings of equity method investments in the Managed Programs
   and real estate
12,635

 
14,272

 
11,610

Other income and (expenses)
6,608

 
7,641

 
(5,141
)
 
(30,440
)
 
(25,780
)
 
(40,065
)
Income from continuing operations before income taxes and gain on sale of real estate
25,160

 
81,917

 
28,767

Provision for income taxes
(3,361
)
 
(15,010
)
 
(901
)
Income from continuing operations before gain on sale of real estate
21,799

 
66,907

 
27,866

Income from discontinued operations, net of tax

 

 
190

Gain on sale of real estate, net of tax
1,779

 
16

 
260

Net Income
23,578

 
66,923

 
28,316

Net income attributable to noncontrolling interests
(1,833
)
 
(3,575
)
 
(993
)
Net loss attributable to redeemable noncontrolling interest

 

 
14

Net Income Attributable to W. P. Carey
$
21,745

 
$
63,348

 
$
27,337

Basic Earnings Per Share
 

 
 
 
 

Income from continuing operations attributable to W. P. Carey
$
0.20

 
$
0.60

 
$
0.27

Income from discontinued operations attributable to W. P. Carey

 

 

Net Income Attributable to W. P. Carey
$
0.20

 
$
0.60

 
$
0.27

Diluted Earnings Per Share
 

 
 
 
 

Income from continuing operations attributable to W. P. Carey
$
0.20

 
$
0.59

 
$
0.27

Income from discontinued operations attributable to W. P. Carey

 

 

Net Income Attributable to W. P. Carey
$
0.20

 
$
0.59

 
$
0.27

Weighted-Average Shares Outstanding
 

 
 
 
 

Basic
105,813,237

 
105,764,032

 
100,282,082

Diluted
106,337,040

 
106,281,983

 
101,130,448

Amounts Attributable to W. P. Carey
 

 
 
 
 

Income from continuing operations, net of tax
$
21,745

 
$
63,348

 
$
27,151

Income from discontinued operations, net of tax

 

 
186

Net Income
$
21,745

 
$
63,348

 
$
27,337

Distributions Declared Per Share
$
0.9550

 
$
0.9540

 
$
0.9400


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 7


W. P. CAREY INC.
Year-to-Date Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
 
Nine Months Ended September 30,
 
2015
 
2014
Revenues
 
 
 
Real estate revenues:
 
 
 
Lease revenues
$
487,480

 
$
420,563

Operating property revenues (a)
23,645

 
21,586

Reimbursable tenant costs
17,409

 
18,034

Lease termination income and other
9,319

 
17,590

 
537,853

 
477,773

Revenues from the Managed Programs:
 
 
 
Structuring revenue
67,735

 
40,492

Asset management revenue
36,236

 
27,910

Reimbursable costs
28,401

 
96,379

Dealer manager fees
2,704

 
17,062

Incentive revenue
203

 

 
135,279

 
181,843

 
673,132

 
659,616

Operating Expenses
 

 
 

Depreciation and amortization
206,079

 
175,642

General and administrative
78,987

 
62,066

Reimbursable tenant and affiliate costs
45,810

 
114,413

Property expenses, excluding reimbursable tenant costs
31,504

 
29,976

Impairment charges
22,711

 
6,291

Stock-based compensation expense
16,063

 
22,979

Merger, property acquisition and other expenses
12,333

 
31,369

Subadvisor fees (b)
8,555

 
2,850

Dealer manager fees and expenses
7,884

 
15,557

 
429,926

 
461,143

Other Income and Expenses
 

 
 

Interest expense
(145,325
)
 
(133,342
)
Equity in earnings of equity method investments in the Managed Programs and real estate
38,630

 
35,324

Other income and (expenses)
9,944

 
(12,158
)
Gain on change in control of interests (c)

 
105,947

 
(96,751
)
 
(4,229
)
Income from continuing operations before income taxes and gain (loss) loss on sale of real estate
146,455

 
194,244

Provision for income taxes
(20,352
)
 
(11,175
)
Income from continuing operations before gain (loss) on sale of real estate
126,103

 
183,069

Income from discontinued operations, net of tax

 
33,018

Gain (loss) on sale of real estate, net of tax
2,980

 
(3,482
)
Net Income
129,083

 
212,605

Net income attributable to noncontrolling interests
(7,874
)
 
(4,914
)
Net income attributable to redeemable noncontrolling interest

 
(137
)
Net Income Attributable to W. P. Carey
$
121,209

 
$
207,554

Basic Earnings Per Share
 

 
 

Income from continuing operations attributable to W. P. Carey
$
1.14

 
$
1.80

Income from discontinued operations attributable to W. P. Carey

 
0.34

Net Income Attributable to W. P. Carey
$
1.14

 
$
2.14

Diluted Earnings Per Share
 

 
 

Income from continuing operations attributable to W. P. Carey
$
1.13

 
$
1.78

Income from discontinued operations attributable to W. P. Carey

 
0.34

Net Income Attributable to W. P. Carey
$
1.13

 
$
2.12

Weighted-Average Shares Outstanding
 

 
 

Basic
105,627,423

 
96,690,675

Diluted
106,457,495

 
97,728,981

Amounts Attributable to W. P. Carey
 

 
 

Income from continuing operations, net of tax
$
121,209

 
$
174,362

Income from discontinued operations, net of tax

 
33,192

Net Income
$
121,209

 
$
207,554

Distributions Declared Per Share
$
2.8615

 
$
2.7350


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 8


__________
(a)
Comprised of revenues of $7.9 million from two hotels and revenues of $0.2 million from two self-storage facilities for the three months ended September 30, 2015, and $22.8 million and $0.8 million, respectively, for the nine months ended September 30, 2015. During the three months ended September 30, 2015, we sold one self-storage facility.
(b)
We earn investment management revenue from CWI and CWI 2 in our role as their advisor. Pursuant to the terms of their subadvisory agreements, however, 20% of the fees we receive from CWI and 25% of the fees we receive from CWI 2 are paid to their respective subadvisors. We also pay the subadvisors 20% and 25% of the net proceeds from any sale, financing, or recapitalization of CWI and CWI 2 securities, respectively.
(c)
Gain on change in control of interests for the nine months ended September 30, 2014 represents a gain of $75.7 million recognized on our previously-held interest in shares of CPA®:16 – Global common stock, and a gain of $30.2 million recognized on the purchase of the remaining interests in nine investments from CPA®:16 – Global, which we had previously accounted for under the equity method.


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 9


W. P. CAREY INC.
Quarterly Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
 
Three Months Ended
 
September 30, 2015
 
June 30, 2015
 
September 30, 2014
Net income attributable to W. P. Carey
$
21,745

 
$
63,348

 
$
27,337

Adjustments:
 
 
 
 
 
Depreciation and amortization of real property
74,050

 
63,688

 
58,355

Impairment charges
19,438

 
591

 
4,225

Gain on sale of real estate, net
(1,779
)
 
(16
)
 
(259
)
Proportionate share of adjustments for noncontrolling interests to arrive at FFO
(2,632
)
 
(2,640
)
 
(2,924
)
Proportionate share of adjustments to equity in net income of partially-owned entities to arrive at FFO
1,293

 
1,296

 
457

Total adjustments
90,370

 
62,919

 
59,854

FFO Attributable to W. P. Carey (as defined by NAREIT)
112,115

 
126,267

 
87,191

Adjustments:
 
 
 
 
 
Above- and below-market rent intangible lease amortization, net
10,184

 
13,220

 
14,432

Acquisition and strategic initiative expenses

4,760

 
1,897

 
618

Stock-based compensation
3,966

 
5,089

 
7,979

Other amortization and non-cash items (a)
(2,988
)
 
(6,574
)
 
5,670

AFFO adjustments to equity earnings from equity investments
2,760

 
1,426

 
1,094

(Gain) loss on extinguishment of debt
(2,305
)
 

 
1,122

Straight-line and other rent adjustments
(1,832
)
 
(3,070
)
 
(1,791
)
Amortization of deferred financing costs
1,489

 
1,489

 
1,007

Tax benefit – deferred and other non-cash charges
(1,412
)
 
(1,372
)
 
(1,665
)
Realized losses (gains) on foreign currency, derivatives, and other (b)
367

 
415

 
(272
)
Other, net

 

 
(86
)
Proportionate share of adjustments for noncontrolling interests to arrive at AFFO
(156
)
 
15

 
(918
)
Proportionate share of adjustments to equity in net income of partially-owned entities to arrive at AFFO
(300
)
 
234

 
(14
)
Total adjustments
14,533

 
12,769

 
27,176

AFFO Attributable to W. P. Carey
$
126,648

 
$
139,036

 
$
114,367

 
 
 
 
 
 
Summary
 
 
 
 
 
FFO attributable to W. P. Carey (as defined by NAREIT)
$
112,115

 
$
126,267

 
$
87,191

FFO attributable to W. P. Carey (as defined by NAREIT) per diluted share
$
1.05

 
$
1.19

 
$
0.86

AFFO attributable to W. P. Carey
$
126,648

 
$
139,036

 
$
114,367

AFFO attributable to W. P. Carey per diluted share
$
1.19

 
$
1.31

 
$
1.13

Diluted weighted-average shares outstanding
106,337,040

 
106,281,983

 
101,130,448



















W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 10


W. P. CAREY INC.
Year-to-Date Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
 
Nine Months Ended September 30,
 
2015
 
2014
Net income attributable to W. P. Carey
$
121,209

 
$
207,554

Adjustments:
 
 
 
Depreciation and amortization of real property
201,629

 
172,329

Impairment charges
22,711

 
6,291

Gain on sale of real estate, net
(2,980
)
 
(29,017
)
Proportionate share of adjustments for noncontrolling interests to arrive at FFO
(7,925
)
 
(9,002
)
Proportionate share of adjustments to equity in net income of partially-owned entities to arrive at FFO
3,867

 
2,255

Total adjustments
217,302

 
142,856

FFO Attributable to W. P. Carey (as defined by NAREIT)
338,511

 
350,410

Adjustments:
 
 
 
Above- and below-market rent intangible lease amortization, net
37,154

 
45,042

Stock-based compensation
16,063

 
22,979

Merger, property acquisition and other expenses (c)
12,333

 
45,236

Straight-line and other rent adjustments
(7,839
)
 
(13,459
)
AFFO adjustments to equity earnings from equity investments
5,323

 
4,965

Tax benefit – deferred and other non-cash charges
(4,530
)
 
(13,841
)
Amortization of deferred financing costs
4,143

 
3,031

Other amortization and non-cash items (a)
(2,873
)
 
8,244

(Gain) loss on extinguishment of debt
(2,305
)
 
9,835

Realized losses on foreign currency, derivatives, and other
228

 
548

Gain on change in control of interests (d)

 
(105,947
)
Other, net (e)

 
(65
)
Proportionate share of adjustments for noncontrolling interests to arrive at AFFO
(355
)
 
(2,076
)
Proportionate share of adjustments to equity in net income of partially-owned entities to arrive at AFFO
(203
)
 
(41
)
Total adjustments
57,139

 
4,451

AFFO Attributable to W. P. Carey
$
395,650

 
$
354,861

 
 
 
 
Summary
 
 
 
FFO attributable to W. P. Carey (as defined by NAREIT)
$
338,511

 
$
350,410

FFO attributable to W. P. Carey (as defined by NAREIT) per diluted share
$
3.18

 
$
3.59

AFFO attributable to W. P. Carey
$
395,650

 
$
354,861

AFFO attributable to W. P. Carey per diluted share
$
3.72

 
$
3.63

Diluted weighted-average shares outstanding
106,457,495

 
97,728,981

__________
(a)
Represents primarily unrealized gains and losses from foreign exchange and derivatives, as well as amounts for the amortization of contracts.
(b)
Effective January 1, 2015, we no longer adjust for realized gains or losses on foreign currency derivatives. For the three months ended September 30, 2014, realized gains on foreign exchange derivatives were $0.3 million, and for the nine months ended September 30, 2014 realized losses on foreign exchange derivatives were $0.5 million.
(c)
Amount for the nine months ended September 30, 2014 includes reported merger costs as well as income tax expense incurred in connection with the CPA®:16 Merger. Income tax expense incurred in connection with the CPA®:16 Merger represents the current portion of income tax expense, including the permanent difference incurred upon recognition of deferred revenue associated with the accelerated vesting of shares previously issued by CPA®:16 – Global for asset management and performance fees.
(d)
Gain on change in control of interests for the nine months ended September 30, 2014 represents a gain of $75.7 million recognized on our previously-held interest in shares of CPA®:16 – Global common stock, and a gain of $30.2 million recognized on the purchase of the remaining interests in nine investments from CPA®:16 – Global, which we had previously accounted for under the equity method.
(e)
Other, net for the nine months ended September 30, 2014 primarily consists of proceeds from a bankruptcy settlement claim with U.S. Aluminum of Canada, a former CPA®:16 – Global tenant that was acquired as part of the CPA®:16 Merger on January 31, 2014, and under GAAP was accounted for in purchase accounting.


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 11





Non-GAAP Financial Disclosure

Funds from Operations, or FFO, is a non-GAAP measure defined by the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT defines FFO as net income or loss (as computed in accordance with GAAP) excluding: depreciation and amortization expense from real estate assets, impairment charges on real estate, gains or losses from sales of depreciated real estate assets, and extraordinary items; however, FFO related to assets held for sale, sold, or otherwise transferred and included in the results of discontinued operations are included. These adjustments also incorporate the pro rata share of unconsolidated subsidiaries. FFO is used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers. Although NAREIT has published this definition of FFO, companies often modify this definition as they seek to provide financial measures that meaningfully reflect their distinctive operations.

We modify the NAREIT computation of FFO to include other adjustments to GAAP net income to adjust for certain non-cash charges such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rents, stock compensation, gains or losses from extinguishment of debt and deconsolidation of subsidiaries, and unrealized foreign currency exchange gains and losses. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude acquisition expenses and non-core expenses such as merger expenses. Merger expenses are related to the CPA®:16 Merger. We also exclude realized gains or losses on foreign exchange which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income as they are not the primary drivers in our decision making process and excluding those items provides investors a view of our portfolio performance over time and make it more comparable to other REITs not currently engaged in acquisitions, mergers and restructuring, which are not part of our normal business operations. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.

We believe that AFFO is a useful supplemental measure for investors to consider because it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net earnings computed under GAAP or as alternatives to cash from operating activities computed under GAAP or as indicators of our ability to fund our cash needs.


W. P. Carey Inc. 9/30/2015 Earnings Release 8-K – 12