Colony Capital, Inc. - FORM 8-K - EX-99.2 - EXHIBIT 99.2 SUPPLEMENTAL

Attached files

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EX-99.1 - EXHIBIT 99.1 PRESS RELEASE - Colony Capital, Inc.	a2016q1exhibit991pressrele.htm
8-K - FORM 8-K - Colony Capital, Inc.	clny2016q1form8-k.htm

Forward-Looking Statements

Some of the statements contained in this presentation constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-Looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions.

The forward-looking statements contained in this presentation reflect Colony Capital, Inc.’s (or “the Company”) current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances, many of which are beyond the Company’s control, that may cause the Company’s actual results to differ significantly from those expressed in any forward-looking statement. Statements regarding the following subjects, among others, may be forward-looking: the market, economic and environmental conditions in the industrial real estate, single-family rental, and lodging sectors; any decrease in the Company’s net income and funds from operations as a result of the combination transaction with Colony Capital, LLC; the Company’s ability to manage the combination with Colony Capital, LLC effectively; the Company’s exposure to risks to which it has not historically been exposed, including liabilities with respect to the assets acquired from Colony Capital, LLC and ongoing liabilities and business risks inherent to Colony Capital LLC’s business; the Company’s business and investment strategy, including the Company’s investment in and ability to generate revenue from the single-family homes in which the Company indirectly owns an interest; the Company’s ability to dispose of its real estate investments quickly; the performance of the hotels in which the Company owns an interest; market trends in the Company’s industry, interest rates, real estate values, the debt securities markets or the general economy or the demand for commercial real estate loans; the Company’s projected operating results; actions, initiatives and policies of the U.S. government and changes to U.S. government policies and the execution and impact of these actions, initiatives and policies; the state of the U.S. and global economy generally or in specific geographic regions; the Company’s ability to obtain and maintain financing arrangements, including securitizations; the amount and value of commercial mortgage loans requiring refinancing in future periods; the availability of attractive investment opportunities; the availability and cost of debt financing from traditional lenders; the volume of short-term loan extensions; the demand for new capital to replace maturing loans; the Company’s expected leverage; the general volatility of the securities markets in which the Company participates; changes in the value of the Company’s assets; interest rate mismatches between the Company’s target assets and any borrowings used to fund such assets; changes in interest rates and the market value of the Company’s target assets; changes in prepayment rates on the Company’s target assets; effects of hedging instruments on the Company’s target assets; rates of default or decreased recovery rates on the Company’s target assets; the impact of and changes in governmental regulations, tax law and rates, accounting guidance and similar matters; the Company’s ability to maintain its qualification as a real estate investment trust, or REIT, for U.S. federal income tax purposes; the Company’s ability to maintain its exemption from registration as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”); the availability of opportunities to acquire commercial mortgage-related, real estate-related and other securities; the availability of qualified personnel; estimates relating to the Company’s ability to make distributions to the Company’s stockholders in the future; and the Company’s understanding of its competition.

While forward-looking statements reflect Colony Capital, Inc.’s good faith beliefs, assumptions and expectations, they are not guarantees of future performance. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes. For a further discussion of these and other factors that could cause the Company’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and subsequent filings with the SEC.

This presentation contains statistics and other data that has been obtained from or compiled from information made available by third-party service providers. Colony Capital, Inc. has not independently verified such statistics or data.

Certain of the following slides present information related to the prior performance of Colony Capital, LLC and its affiliates. This information is provided for informational purposes only and is not intended to be indicative of future results. Actual performance of Colony Capital, Inc. may vary materially.

Important Note Regarding Non-GAAP Financial Measures

This supplemental package includes certain “non-GAAP” supplemental measures that are not defined by generally accepted accounting principles, or GAAP, including funds from operations, or FFO, and core funds from operations, or Core FFO. A description of these non-GAAP financial measures and reconciliations to their most directly comparable GAAP measures, as well as a description of other metrics presented, are provided within the Appendix to this supplemental package. FFO is a non-GAAP measure defined by the National Association of Real Estate Investments Trusts, or NAREIT.

Table of Contents



			Page				Page
I.	Overview			V.	Single Family Residential Rentals
	a.	Summary Metrics	5		a.	Summary Metrics	22
	b.	Summary of Segments	6	VI.	Other Real Estate Equity
II.	Financial Results				a.	Summary Metrics & Asset Overview	24
	a.	Consolidated Income Statements	8	VII.	Real Estate Debt
	b.	Pro Rata Segment Balance Sheets	9		a.	Summary Metrics & Portfolio Overview	26
	c.	Pro Rata Segment Operating Results	10	VIII.	Investment Management
	d.	Pro Rata Segment Reconciliation of Net Income to FFO & Core FFO	11		a.	Summary Metrics	28
III.	Capitalization			IX.	Definitions		30
	a.	Overview	13
	b.	Debt Overview	14
	c.	Investment-Level Debt Overview	15
	c.	Credit Facility, Convertible Debt & Preferred Equity Overview	17
IV.	Colony Light Industrial Platform
	a.	Summary Metrics	19
	b.	Portfolio & Lease Overview	20

I. Overview

Ia. Overview—Summary Metrics



Summary metrics
($ and shares in thousands, except per share data, unless otherwise noted; as of or for the three months ended March 31, 2016 unless otherwise noted)
Financial data
Core FFO attributable to common interests in OP and common stockholders	$	55,951
Core FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit	0.41
FFO attributable to common interests in OP and common stockholders	36,729
FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit	0.27
Net income attributable to common interests in OP and common stockholders	21,556
Net income attributable to common interests in OP and common stockholders per basic common share / common OP unit	0.16
2Q16 dividend per share	0.40
Annualized dividend	1.60
AUM	$18.2 billion
FEEUM	$7.9 billion



Balance sheet, capitalization and trading statistics
Total consolidated assets	$	9,929,156
CLNY & OP share of consolidated assets	6,893,863
Total consolidated debt ⁽¹⁾	4,244,250
CLNY & OP share of consolidated debt ⁽¹⁾	3,319,132
Shares and OP units outstanding as of 5/6/2016	134,686
Share price as of 5/6/2016	$	17.81
Market value of common equity & OP units	2,398,758
Liquidation preference of preferred equity	625,750
Insider ownership of shares and OP units	18.6		%

__________

Note: See appendix for definitions and acronyms.

(1) Represents principal balance and excludes debt issuance costs, discounts and premiums.

Ib. Overview—Summary of Segments



($ in thousands, unless otherwise noted; as of or for the three months ended March 31, 2016)
Light Industrial
1) CLNY & OP share of undepreciated cost basis of real estate assets ⁽¹⁾⁽²⁾	$	1,218,797
CLNY & OP share of investment-level non-recourse financing ⁽³⁾	723,183
2) Carrying value of CLIP operating platform	20,000
Core FFO attributable to common interests in OP and common stockholders	13,837

Single Family Residential Rentals
1) CLNY & OP share of investment in unconsolidated joint ventures - Colony Starwood Homes	$	331,457
Colony Starwood Homes shares beneficially owned by OP and common stockholders	15.1 million
CLNY & OP's interest in SFR as of March 31, 2016	14.0%
2) CLNY & OP share of investment in unconsolidated joint ventures - Colony American Finance	56,522
Core FFO attributable to common interests in OP and common stockholders	6,069

Other Real Estate Equity
1) CLNY & OP share of undepreciated cost basis of real estate assets, held for investment ⁽¹⁾⁽²⁾	$	1,014,953
CLNY & OP share of investment-level non-recourse financing ⁽³⁾	616,570
2) CLNY & OP share of undepreciated cost basis of real estate assets, held for sale ⁽¹⁾	32,624
3) CLNY & OP share of investments in unconsolidated joint ventures excluding Albertsons investment	138,013
4) CLNY & OP share of investments in unconsolidated joint ventures - Albertsons investment	49,863
Core FFO attributable to common interests in OP and common stockholders	20,163

Real Estate Debt
1) CLNY & OP share of loans held for investment, net	$	2,857,086
CLNY & OP share of investment-level financing ⁽³⁾	1,030,749
2) CLNY & OP share of carrying value of real estate assets (REO within debt portfolio) ⁽¹⁾	30,969
3) CLNY & OP share of investments in unconsolidated joint ventures	120,818
Core FFO attributable to common interests in OP and common stockholders	48,560

Investment Management
AUM	$18.2 billion
FEEUM	$7.9 billion
Credit Funds	$3.7 billion
Core Plus / Value-Add Funds	$1.7 billion
Opportunity Funds	$2.5 billion
Core FFO attributable to common interests in OP and common stockholders	$	8,946

__________

(1) Includes all components related to the asset, including real estate and lease-related intangibles.

(2) Excludes accumulated depreciation.

(3) Represents unpaid principal balance.

II. Financial Results

IIa. Financial Results—Consolidated Income Statements



	2015													2016
($ in thousands, except per share data)	Q1 ⁽¹⁾			Q2				Q3				Q4		Q1
Income
Interest income	$	46,137		$	101,270			$	142,269			$	127,629	$	89,361
Property operating income	43,793			83,230				86,435				86,413		91,617
Equity in income of unconsolidated joint ventures	26,349			10,956				6,879				3,421		2,429
Fee income	—			21,928				23,070				20,745		16,609
Other income	333			3,520				4,325				3,274		3,202
Total income	116,612			220,904				262,978				241,482		203,218
Expenses
Management fees	14,961			101				—				—		—
Transaction, investment and servicing expenses	16,807			10,034				7,058				28,722		11,421
Interest expense	26,593			30,924				38,027				37,550		41,871
Property operating expenses	14,011			35,905				35,615				32,182		30,786
Depreciation and amortization	22,308			36,645				42,656				39,368		46,142
Provision for loan losses	—			4,078				26,495				6,538		4,630
Impairment loss	—			—				317				10,425		2,079
Compensation expense	—			28,644				25,734				29,513		26,867
Administrative expenses	4,781			11,411				11,154				11,507		12,771
Total expenses	99,461			157,742				187,056				195,805		176,567
Gain on sale of real estate assets, net	—			—				—				—		51,119
Gain on remeasurement of consolidated investment entities, net	—			41,486				—				—		—
Other (loss) gain, net	(286		)	(1,215		)		(759		)		5,602		14,045
Income before income taxes	16,865			103,433				75,163				51,279		91,815
Income tax (provision) benefit	(650		)	(349		)		3,598				6,697		(784		)
Net income	16,215			103,084				78,761				57,976		91,031
Net income attributable to noncontrolling interests—Investment entities	5,686			34,630				22,264				23,543		57,595
Net income attributable to noncontrolling interests—Operating Company	—			9,138				7,200				3,595		3,421
Net income attributable to Colony Capital, Inc.	10,529			59,316				49,297				30,838		30,015
Preferred dividends	6,972			11,410				12,094				12,093		11,880
Net income attributable to common stockholders	$	3,557		$	47,906			$	37,203			$	18,745	$	18,135
Net income per common share—Basic	$	0.03		$	0.43			$	0.33			$	0.17	$	0.16
Net income per common share—Diluted	$	0.03		$	0.40			$	0.32			$	0.17	$	0.16
Weighted average number of common shares outstanding—Basic	109,415			111,394				111,443				111,444		111,660
Weighted average number of common shares outstanding—Diluted	109,415			136,434				136,138				111,444		111,660
FFO attributable to common interests in OP and common stockholders	$	29,663		$	83,159			$	72,162			$	54,272	$	36,729
FFO per basic common share / common OP Unit	$	0.27		$	0.62			$	0.54			$	0.41	$	0.27
Core FFO attributable to common interests in OP and common stockholders	$	53,561		$	59,409		(2)	$	70,776		(2)	$	76,698	$	55,951
Core FFO per basic common share / common OP Unit	$	0.49		$	0.45		(2)	$	0.53		(2)	$	0.57	$	0.41

__________

(1) Prior to the Combination transaction on April 2, 2015, the Company was externally managed and many of the Company's investments were held through unconsolidated joint ventures. Therefore, results of operations for Q1 2015 are not directly comparable to subsequent quarters.

(2) During the quarter ended December 31, 2015, the Company added the deferred tax effect related to amortization and impairment of investment management contracts and customer relationships to the definition of Core FFO. As such, the Company has presented revised Core FFO and Core FFO per basic common share / common OP Unit from prior periods to exclude such deferred tax effects to conform to the current quarter calculation of Core FFO.

IIb. Financial Results—Pro Rata Segment Balance Sheets



	OP pro rata share by segment															Amounts attributable to noncontrolling interests		CLNY consolidated as reported
($ in thousands; as of March 31, 2016)	Light Industrial Platform		Single-Family Residential Rentals		Other Real Estate Equity		Real Estate Debt		Investment Management		Amounts not allocated to segments			Total OP pro rata share		Amounts attributable to noncontrolling interests		CLNY consolidated as reported
ASSETS
Cash	$	15,900	$	—	$	31,761	$	27,517	$	17,968	$	7,486		$	100,632	$	70,668	$	171,300
Loans receivable held for investment, net	—		—		—		2,857,086		—		—			2,857,086		1,210,458		4,067,544
Real estate assets, net
Held for investment	1,104,865		—		890,231		12,976		—		—			2,008,072		1,248,402		3,256,474
Held for sale	2,919		—		27,212		17,924		—		—			48,055		105,361		153,416
Investments in unconsolidated joint ventures	—		387,979		187,876		120,818		9,911		10,849			717,433		197,282		914,715
Goodwill	20,000		—		—		—		660,127		—			680,127		—		680,127
Deferred leasing costs and intangible assets, net	48,745		—		93,553		69		81,740		—			224,107		104,013		328,120
Due from affiliates and other assets	23,416		—		21,447		129,162		21,103		63,223			258,351		99,109		357,460
Total assets	$	1,215,845	$	387,979	$	1,252,080	$	3,165,552	$	790,849	$	81,558		$	6,893,863	$	3,035,293	$	9,929,156
LIABILITIES & EQUITY
Liabilities:
Accrued and other liabilities	$	26,805	$	—	$	63,990	$	92,698	$	47,998	$	9,786		$	241,277	$	50,614	$	291,891
Intangible liabilities, net	7,248		—		4,578		—		—		—			11,826		12,571		24,397
Due to affiliates—contingent consideration	—		—		—		—		—		43,211			43,211		—		43,211
Due to affiliates—other	—		—		—		—		2,979		—			2,979		—		2,979
Dividends and distributions payable	—		—		—		—		—		66,037			66,037		—		66,037
Debt, net	713,951		—		606,084		1,023,178		—		346,130			2,689,343		906,380		3,595,723
Convertible senior notes, net	—		—		—		—		—		591,508			591,508		—		591,508
Total liabilities	748,004		—		674,652		1,115,876		50,977		1,056,672			3,646,181		969,565		4,615,746
Equity:
Stockholders' equity	406,922		337,459		502,240		1,782,783		643,531		(848,142		)	2,824,793		—		2,824,793
Noncontrolling interests in investment entities	—		—		—		—		—		—			—		2,065,728		2,065,728
Noncontrolling interests in Operating Company	60,919		50,520		75,188		266,893		96,341		(126,972		)	422,889		—		422,889
Total equity	467,841		387,979		577,428		2,049,676		739,872		(975,114		)	3,247,682		2,065,728		5,313,410
Total liabilities and equity	$	1,215,845	$	387,979	$	1,252,080	$	3,165,552	$	790,849	$	81,558		$	6,893,863	$	3,035,293	$	9,929,156

IIc. Financial Results—Pro Rata Segment Operating Results



	OP pro rata share by segment																					Amounts attributable to noncontrolling interests			CLNY consolidated as reported
($ in thousands; for the three months ended March 31, 2016)	Light Industrial Platform			Single-Family Residential Rentals			Other Real Estate Equity			Real Estate Debt			Investment Management			Amounts not allocated to segments			Total OP pro rata share
Income
Interest income	$	—		$	—		$	2		$	58,213		$	—		$	11		$	58,226		$	31,135		$	89,361
Property operating income	28,078			—			23,695			758			—			—			52,531			39,086			91,617
Equity in income (loss) of unconsolidated joint ventures	—			(6,637		)	2,720			2,718			(349		)	400			(1,148		)	3,577			2,429
Fee income	—			—			—			32			16,609			—			16,641			(32		)	16,609
Other income (loss)	1,266			—			(38		)	438			—			1,274			2,940			262			3,202
Total income	29,344			(6,637		)	26,379			62,159			16,260			1,685			129,190			74,028			203,218
Expenses
Transaction, investment and servicing expenses	168			—			1,923			1,339			45			2,268			5,743			5,678			11,421
Interest expense	5,874			—			5,956			9,056			—			11,488			32,374			9,497			41,871
Property operating expenses	8,529			—			5,847			820			—			—			15,196			15,590			30,786
Depreciation and amortization	13,316			—			9,504			107			3,745			1,112			27,784			18,358			46,142
Provision for loan losses	—			—			—			3,420			—			—			3,420			1,210			4,630
Impairment loss	—			—			—			249			320			—			569			1,510			2,079
Compensation expense	1,388			—			680			2,457			9,287			11,722			25,534			1,333			26,867
Administrative expenses	369			—			885			995			774			9,119			12,142			629			12,771
Total expenses	29,644			—			24,795			18,443			14,171			35,709			122,762			53,805			176,567
Gain on sale of real estate assets, net	487			—			14,186			220			—			—			14,893			36,226			51,119
Other gain (loss), net	20			—			426			244			(38		)	9,847			10,499			3,546			14,045
Income before income taxes	207			(6,637		)	16,196			44,180			2,051			(24,177		)	31,820			59,995			91,815
Income tax benefit (expense)	(40		)	—			(1,401		)	(252		)	3,426			(117		)	1,616			(2,400		)	(784		)
Net income (loss)	167			(6,637		)	14,795			43,928			5,477			(24,294		)	33,436			57,595			91,031
Net income attributable to noncontrolling interests:
Investment entities	—			—			—			—			—			—			—			57,595			57,595
Operating Company	—			—			—			—			—			—			—			3,421			3,421
Net income (loss) attributable to Colony Capital, Inc.	167			(6,637		)	14,795			43,928			5,477			(24,294		)	33,436			(3,421		)	30,015
Preferred dividends	—			—			—			—			—			11,880			11,880			—			11,880
Net income (loss) attributable to common stockholders	$	167		$	(6,637	)	$	14,795		$	43,928		$	5,477		$	(36,174	)	$	21,556		$	(3,421	)	$	18,135

IId. Financial Results—Pro Rata Segment Reconciliation of Net Income to FFO & Core FFO



	OP pro rata share by segment																					Amounts attributable to noncontrolling interests			CLNY consolidated as reported
($ in thousands; for the three months ended March 31, 2016)	Light Industrial Platform			Single-Family Residential Rentals			Other Real Estate Equity			Real Estate Debt			Investment Management			Amounts not allocated to segments			Total OP pro rata share			Amounts attributable to noncontrolling interests			CLNY consolidated as reported
Net income (loss) attributable to common stockholders	$	140		$	(5,583	)	$	12,447		$	36,955		$	4,608		$	(30,432	)	$	18,135		$	—		$	18,135
Adjustments for FFO attributable to common interests in Operating Company:																						—			—
Net income attributable to noncontrolling common interests in Operating Company	27			(1,054		)	2,348			6,973			869			(5,742		)	3,421			—			3,421
Real estate depreciation and amortization	13,315			6,036			10,492			117			—			—			29,960			18,451			48,411
Impairment of real estate	—			4			—			249			—			—			253			1,500			1,753
Gain on sales of real estate	(487		)	(192		)	(14,186		)	(175		)	—			—			(15,040		)	(36,225		)	(51,265		)
Less: Adjustments attributable to noncontrolling interests in investment entities	—			—			—			—			—			—			—			16,274			16,274
FFO attributable to common interests in Operating Company and common stockholders	$	12,995		$	(789	)	$	11,101		$	44,119		$	5,477		$	(36,174	)	$	36,729		$	—		$	36,729

Additional adjustments for Core FFO attributable to common interests in Operating Company and common stockholders:
Gain on sale of real estate, net of depreciation and amortization previously adjusted for FFO	458			—			11,707			127			—			—			12,292			35,442			47,734
Noncash equity compensation expense	107			54			70			203			999			2,040			3,473			—			3,473
Straight-line rent revenue	(1,100		)	—			(1,113		)	—			—			—			(2,213		)	(1,481		)	(3,694		)
Gain on change in fair value of contingent consideration	—			—			—			—			—			(9,779		)	(9,779		)	—			(9,779		)
Amortization of acquired above-and below-market lease intangibles, net	440			—			(334		)	—			—			—			106			526			632
Amortization of deferred financing costs and debt premium and discounts	772			1,450			773			1,764			—			1,177			5,936			1,597			7,533
Unrealized gain on derivatives	—			769			19			—			38			—			826			(4,144		)	(3,318		)
Acquisition-related expenses	165			3,127			1,812			—			—			—			5,104			2,513			7,617
Amortization and impairment of investment management intangibles	—			—			—			—			4,065			—			4,065			—			4,065
Deferred tax benefit effect on amortization of investment management intangibles	—			—			—			—			(1,633		)	—			(1,633		)	—			(1,633		)
Non-real estate depreciation and amortization	—			—			—			—			—			1,112			1,112			—			1,112
Amortization of gain on remeasurement of consolidated investment entities, net	—			—			(3,872		)	2,347			—			—			(1,525		)	9,174			7,649
Net loss on SFR's non-performing loans business	—			1,458			—			—			—			—			1,458			—			1,458
Less: Adjustments attributable to noncontrolling interests in investment entities																						(43,627		)	(43,627		)
Core FFO attributable to common interests in Operating Company and common stockholders	$	13,837		$	6,069		$	20,163		$	48,560		$	8,946		$	(41,624	)	$	55,951		$	—		55,951

III. Capitalization

IIIa. Capitalization—Overview



($ in thousands, except share and per share data; as of March 31, 2016, unless otherwise noted)
Debt (UPB)
$850,000 Revolving credit facility				$	303,600
5.0% Convertible senior notes due 2023				200,000
3.875% Convertible senior notes due 2021				402,500
Corporate aircraft promissory note				42,530
CLNY & OP share of investment-level debt				2,370,502
Total CLNY & OP share of debt				3,319,132
Preferred equity
Series A 8.5% cumulative redeemable perpetual preferred stock, redemption value				252,000
Series B 7.5% cumulative redeemable perpetual preferred stock, redemption value				86,250
Series C 7.125% cumulative redeemable perpetual preferred stock, redemption value				287,500
Total redemption value of preferred equity				625,750
Common equity (as of May 6, 2016)	Price per share		Shares / Units
Class A common stock	$	17.81	113,206	2,016,199
Class B common stock	17.81		527	9,386
OP units	17.81		20,953	373,173
Total market value of common equity				2,398,758

Total capitalization				$	6,343,640

IIIb. Capitalization—Debt Overview



Debt overview
($ in thousands; as of March 31, 2016)	Type	Weighted-average years remaining to maturity	Weighted-average interest rate		CLNY & OP pro rata share of unpaid principal balance		Deferred financing costs and discount / premium			CLNY & OP pro rata share of carrying value
Investment-level debt by segment
Light Industrial Platform	Non recourse	4.4	2.96	%	$	723,183	$	(9,232	)	$	713,951
Other Real Estate Equity	Non recourse	8.0	3.70	%	616,570		(10,486		)	606,084
Real Estate Debt	Partial recourse ⁽¹⁾	14.7	2.74	%	1,030,749		(7,571		)	1,023,178
Total investment-level debt		9.8	3.05	%	2,370,502		(27,289		)	2,343,213

Corporate debt
Line of credit	Recourse	5.0	2.74	%	303,600		—			303,600
5.0% Convertible senior notes	Recourse	7.0	5.00	%	200,000		(4,792.0		)	195,208
3.875% Convertible senior notes	Recourse	4.8	3.88	%	402,500		(6,200		)	396,300
Corporate aircraft promissory note	Recourse	9.7	5.02	%	42,530		—			42,530
Total corporate debt		5.6	3.80	%	948,630		(10,992		)	937,638

Total debt outstanding		8.6	3.27	%	$	3,319,132	$	(38,281	)	$	3,280,851



Debt maturity and amortization schedule⁽²⁾

	Payments due by period
($ in thousands; as of March 31, 2016)	2016		2017		2018		2019		2020		2021 and after		Total
Line of credit	$	—	$	—	$	—	$	—	$	—	$	303,600	$	303,600
Convertible senior notes	—		—		—		—		—		602,500		602,500
Warehouse facilities	—		48,198		131,328		—		—		—		179,526
Corporate aircraft promissory note	1,382		1,930		2,029		2,134		2,244		32,811		42,530
CMBS securitization debt	—		—		—		—		—		771,355		771,355
Scheduled amortization payments on investment-level debt	4,154		6,057		6,163		5,750		5,812		39,679		67,615
Balloon payments on investment-level debt	15,776		74,768		670,764		29,429		6,821		554,448		1,352,006
Total	$	21,312	$	130,953	$	810,284	$	37,313	$	14,877	$	2,304,393	$	3,319,132

__________

(1) $81 million is recourse debt.

(2) Based on initial maturity dates or extended maturity dates to the extent criteria are met and the extension option is at the borrower's discretion.

IIIc. Capitalization—Investment Level Debt Overview

($ and € in thousands; as of March 31, 2016)

Light Industrial Platform

Initial / current

maturity date

Fully extended

maturity date

Interest

rate

Maximum

principal amount

CLNY & OP

pro rata share

CLIP acquisition financing

Dec-2016

Dec-2019

L + 2.25%

(1)

N/A

560,740

CLIP fixed rate mortgage

Aug-2025

3.80

N/A

103,877

CLIP credit facility

Jul-2016

L + 2.25%

100,000

—

CLIP fixed rate mortgage

Apr-2028

4.04

N/A

58,566

Total UPB of debt related to Light Industrial Platform

723,183

Debt issuance costs

(9,232

)

Total carrying value of debt related to Light Industrial Platform segment

713,951

Other Real Estate Equity

Initial / current

maturity date

Fully extended

maturity date

Interest

rate

Maximum

principal amount

CLNY & OP
pro rata share

NNN investments

Office - Norway

Jun-2025

3.91

N/A

193,440

Education - Switzerland

Dec-2029

2.72

N/A

125,085

Office - Minnesota

Jan-2024

4.84

N/A

87,122

Office - France

Nov-2022

1.89

N/A

17,867

Total UPB of debt related to NNN investments

423,514

Other real estate assets

Mixed use - UK

Dec-2018

Dec-2020

3M GBP L + 3.28%

N/A

45,883

Office portfolio - UK

Aug-2018

Aug-2020

3M GBP L + 2.50%

N/A

42,948

Hotel portfolio - Various U.S.

Jan-2019

Jan-2021

L + 4.65%

N/A

30,356

Mixed use - Italy

Nov-2018

4.02

N/A

25,120

(2)

Industrial - Spain

Jan-2021

3M EUR + 3.00%

N/A

22,994

Industrial - Spain

Jun-2022

3M EUR + 2.80%

N/A

12,184

Office - UK

Feb-2020

3M GBP L + 2.35%

N/A

6,821

Office - Arizona

Jul-2018

Jul-2020

L + 2.65%

N/A

6,750

Total UPB of debt related to other real estate assets

193,056

Total UPB of debt related to Other Real Estate Equity segment

616,570

Total debt issuance costs and discount

(10,486

)

Total carrying value of debt related to Other Real Estate Equity segment

606,084

__________

(1) Interest rate increases to 1-month LIBOR plus 2.5% after December 2018.

(2) Seller provided zero-interest financing on acquired portfolio of properties, requiring principal payments of €15,750, €35,438 and €27,562 in Nov 2016, Nov 2017 and Nov 2018, respectively, of which CLNY and OP share is 28%. A discount was established at inception with an imputed interest rate of 4.02% and the discount is being accreted based on required payment schedule.

IIIc. Capitalization—Investment Level Debt Overview (cont'd)

($ in thousands; as of March 31, 2016)

Real Estate Debt

Initial / current

maturity date

Fully-extended

maturity date

Interest rate

Maximum

principal amount

CLNY & OP

pro rata share

Non-PCI

CLO bonds - CMC 2015

Sept-2032

L + 2.36%

N/A

340,350

CLO bonds - CMC 2014-2

Nov-2031

L + 2.01%

N/A

196,646

Colony 2014-MF1 securitization

Apr-2050

2.54

N/A

133,497

April 2015 warehouse facility

Apr-2018

Apr-2019

L + 2.50% - L+2.75%

250,000

131,327

CLO bonds - CMC 2014-1

Apr-2031

L + 1.78%

N/A

101,809

February 2014 warehouse facility

Feb-2017

L + 2.50%

150,000

47,253

Freddie Mac portfolio

Dec-2017

Dec-2019

L + 2.85%

N/A

45,594

CDCF IV subscription line

Sept-2016

L + 1.60%

N/A

5,836

Florida multifamily property loan

Jun-2016

Sept-2016

4.28

(1)

N/A

4,916

Total UPB of debt related to Non-PCI loans

1,007,228

PCI

Project London loan portfolio

Apr-2017

Apr-2019

L + 3.75%

N/A

11,274

Metro loan portfolio

Apr-2017

Apr-2018

L + 3.75%

N/A

5,001

California first mortgage portfolio I

Aug-2016

Aug-2018

L + 3.75%

N/A

3,723

California first mortgage portfolio II

Sept-2016

Sept-2018

L + 3.25%

N/A

1,928

Midwest loan portfolio

Jun-2016

Jun-2017

L + 4.00%

N/A

1,595

Total UPB of debt related to PCI loans

23,521

Total UPB of debt related to Real Estate Debt segment

1,030,749

Total debt issuance costs

(7,571

)

Total carrying value of debt related to Real Estate Debt segment

1,023,178

__________

(1) The variable interest rate on the loan was fixed at 4.28% through an interest rate swap.

IIId. Capitalization—Credit Facility, Convertible Debt & Preferred Stock Overview

($ and shares in thousands; as of or for the three months ended March 31, 2016)

Credit facility

Revolving credit facility

Maximum principal amount

850,000

Amount outstanding

303,600

Initial maturity

March 31, 2020

Fully-extended maturity

March 31, 2021

Interest rate

LIBOR + 2.25%

Covenant level

Actual level at March 31, 2016

Financial covenants as defined in the Credit Agreement:

Consolidated Tangible Net Worth

Minimum $1,915 million

$2,549 million

Consolidated Fixed Charge Coverage Ratio

Minimum 1.50 to 1.00

2.44 to 1.00

Consolidated Interest Coverage Ratio

Minimum 3.00 to 1.00

15.87 to 1.00

Consolidated Leverage Ratio

Maximum 0.65 to 1.00

0.41 to 1.00

Convertible debt

Description

Outstanding

principal

Issuance date

Due date

Interest rate

Conversion price

(per share of common stock)

Conversion

ratio

Conversion

Redemption date

5.0% Convertible senior notes

200,000

April 2013

April 15, 2023

5.00% fixed

23.35

42.8183

8,564

On or after April 22, 2020

3.875% Convertible senior notes

402,500

January and June 2014

January 15, 2021

3.875% fixed

24.56

40.7089

16,385

On or after January 22, 2019

602,500

Preferred stock

Description

Liquidation preference

Issuance date

Dividend rate

outstanding

Redemption period

Series A 8.5% cumulative redeemable perpetual

252,000

March 2012

8.50%

10,080

On or after March 27, 2017

Series B 7.5% cumulative redeemable perpetual

86,250

June 2014

7.50%

3,450

On or after June 19, 2019

Series C 7.125% cumulative redeemable perpetual

287,500

April 2015

7.125%

11,500

On or after April 13, 2020

625,750

25,030

IV. Colony Light Industrial Platform

IVa. CLIP—Summary Metrics



($ in thousands, except per share; as of or for the three months ended March 31, 2016)
Financial results related to the segment
Core FFO attributable to common interests in OP and common stockholders						$	13,837
Core FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit						0.10
FFO attributable to common interests in OP and common stockholders						12,995
FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit						0.10

Portfolio overview
Number of buildings						325
Rentable square feet						34,773
% leased at end of period						94		%
CLNY & OP share of undepreciated cost basis of real estate assets ⁽¹⁾						$	1,218,797
CLNY & OP share of debt (UPB)						723,183
CLNY & OP share of debt / undepreciated cost basis						59.3		%
Total goodwill associated with management platform (CLNY & OP own 100%)						$	20,000
Uncalled third party capital commitments						61,334

Recent acquisitions
Property / portfolio name	Acquisition date	Number of buildings	Rentable square feet	% leased		Purchase price
Q1 2016 acquisitions
Baltimore light industrial portfolio	Feb-2016	2	200,560	100	%	$	17,625
Total		2	200,560	100	%	17,625

Q2 2016 acquisitions
Orlando light industrial portfolio	Apr-2016	4	669,010	95	%	55,650
Total		4	669,010	95	%	$	55,650

__________

(1) Includes all components related to the asset, including real estate and lease-related intangibles. Excludes accumulated depreciation.

IVb. CLIP—Portfolio and Lease Overview



Location	Property type	Number of buildings	Rentable square feet (in thousands)	Annualized base rent (in thousands)		Percentage leased		Number of leases	Lease expiration	Year acquired
United States
Atlanta	Industrial	84	8,286	$	32,050	95	%	233	4/2016 to 4/2030	2014-2015
Austin	Industrial	4	236	1,472		94	%	14	6/2016 to 8/2025	2014
Chicago	Industrial	34	3,972	16,665		94	%	56	5/2016 to 12/2026	2014
Dallas	Industrial	58	6,142	22,065		93	%	147	5/2016 to 4/2040	2014-2015
Denver	Industrial	8	1,128	4,501		100	%	26	5/2016 to 3/2023	2014
Houston	Industrial	21	1,713	9,240		97	%	52	4/2016 to 8/2016	2014
Kansas City	Industrial	9	1,664	5,741		98	%	24	7/2016 to 11/2024	2014
Maryland	Industrial	5	431	2,223		100	%	13	7/2016 to 12/2023	2015-2016
Memphis	Industrial	3	383	752		85	%	5	2/2017 to 9/2024	2014
Minneapolis	Industrial	15	1,993	8,728		90	%	56	5/2016 to 10/2025	2014-2015
New Jersey South / Philadelphia	Industrial	30	3,328	13,787		94	%	71	6/2016 to 4/2027	2014-2015
Orlando	Industrial	3	555	2,317		92	%	6	9/2016 to 4/2019	2014
Phoenix	Industrial	18	1,701	7,400		86	%	46	5/2016 to 8/2024	2014-2015
Salt Lake City	Industrial	16	1,269	5,199		93	%	32	6/2016 to 11/2023	2014
St. Louis	Industrial	8	1,355	4,581		87	%	18	5/2016 to 7/2024	2014
Tampa	Industrial	9	617	3,036		92	%	32	8/2016 to 1/2024	2014
Total / Weighted average		325	34,773	$	139,757	94	%	831

V. Single Family Residential Rentals

Va. Single Family Residential Rentals—Summary Metrics



($ in thousands, except per share and per home, unless otherwise noted; as of or for the three months ended March 31, 2016)
Financial results related to the segment
Core FFO attributable to common interests in OP and common stockholders	$	6,069
Core FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit	0.05
FFO attributable to common interests in OP and common stockholders	(789		)
FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit	(0.01		)
Balance sheet
Investments in unconsolidated joint ventures - Colony Starwood Homes	$	331,457
Investments in unconsolidated joint ventures - Colony American Finance	56,522
Ownership in SFR
Colony Starwood Homes shares beneficially owned by OP and common stockholders	15.1 million
CLNY & OP's interest in SFR as of March 31, 2016	14.0%

__________

Note: Refer to SFR filing for additional information.

VI. Other Real Estate Equity

VIa. Other Real Estate Equity—Summary Metrics & Asset Overview



($ and € in thousands, except per share data; as of or for the three months ended March 31, 2016)
Financial results related to the segment
Core FFO attributable to common interests in OP and common stockholders	$	20,163
Core FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit	0.15
FFO attributable to common interests in OP and common stockholders	11,101
FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit	0.08
Portfolio overview
CLNY & OP share of consolidated real estate assets (carrying value)
NNN assets held for investment ⁽¹⁾⁽²⁾	$	666,963
Other real estate assets held for investment ⁽¹⁾	307,428
Real estate assets held for sale ⁽¹⁾	32,027
Total CLNY & OP share of consolidated real estate assets	1,006,418
CLNY & OP share of investment-level non-recourse financing (UPB)
NNN investments held for investment	$	423,514
Other real estate assets held for investment	193,056
Total CLNY & OP share of investment-level non-recourse financing	616,570
Unconsolidated assets
CLNY & OP share of investments in unconsolidated joint ventures excluding Albertsons investment	$	138,013
CLNY & OP share of investments in unconsolidated joint ventures - Albertsons investment	49,863
Number of post-IPO shares in Albertsons pursuant to preliminary prospectus dated October 2, 2015	8.45 million
CLNY & OP % ownership interest in post-IPO AB Acquisition LLC based on preliminary prospectus dated October 2, 2015	2.17		%



Summary of real estate
				CLNY & OP pro rata share
Location	Property type	Number of buildings	Rentable square feet (thousands)	Real estate assets & intangibles, net (1)		Cost basis of real estate assets (1)(3)		Investment-level non-recourse debt			Percentage leased (end of period)		Number of leases	Lease expiration	Year acquired or foreclosed
NNN investments
Norway	Office	26	1,291	$	327,177	$	334,418	$	193,440		100	%	1	6/2030	2015
Switzerland	Education	20	304	177,126		183,001		125,085			100	%	2	1/2035	2015
Minnesota	Office	2	502	110,338		121,829		87,122			100	%	1	9/2020	2013
France	Office	3	187	37,689		38,082		17,867			100	%	1	11/2027	2015
Arizona	Education	2	82	14,633		15,676		—			100	%	1	6/2027	2014
Total NNN investments		53	2,224	666,963		693,006		423,514
Other real estate assets
UK	Office	35	999	74,092		78,550		49,769			91	%	104	6/2017 to 12/2042	2014, 2015
Arizona	Office	1	440	21,128		22,561		6,750			59	%	19	12/2016 to 5/2022	2013
UK	Mixed Use	52	2,860	77,860		79,829		45,883			90	%	244	2/2018 to 3/2040	2015
Spain	Industrial	37	2,680	68,976		70,138		35,178			97	%	36	10/2016 to12/2029	2014, 2016
Various U.S.	Hotel	23	NA	24,651		29,314		30,356		(5)	NA		NA	NA	2012
Italy ⁽⁴⁾	Mixed Use	80	578	40,721		41,555		25,120			34	%	43	5/2017 to 3/2021	2014
Total other real estate assets		228	5,595	307,428		321,947		193,056

Total other real estate assets held for investment		281	7,819	$	974,391	$	1,014,953	$	616,570

Total other real estate assets held for sale		58	1,869	32,027		32,624		—

_________


(1)	Includes all components related to the asset, including real estate and lease-related intangibles.


(2)	CLNY & OP share of Q1 NOI was $10.5 million.


(3)	Excludes accumulated depreciation.


(4)	Excludes one building with 218,000 rentable square feet that is subject to development.


(5)	$8.2 million of real estate assets & intangibles, net, is included in the held for sale line below.

VII. Real Estate Debt

VIIa. Real Estate Debt—Summary Metrics & Portfolio Overview



($ in thousands, except per share data; as of or for the three months ended March 31, 2016)
Financial results related to the segment
Core FFO attributable to common interests in OP and common stockholders								$	48,560
Core FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit								0.36
FFO attributable to common interests in OP and common stockholders								44,119
FFO attributable to common interests in OP and common stockholders per basic common share / common OP unit								0.33
Portfolio overview
Non-PCI loans
CLNY & OP share of loans receivables held for investment, net								$	2,634,389
CLNY & OP share of investment-level financing (UPB)								1,007,228
CLNY & OP share of investments in unconsolidated joint ventures								116,472
PCI loans
CLNY & OP share of loans receivables held for investment, net								222,697
CLNY & OP share of non-recourse investment-level financing (UPB)								23,521
CLNY & OP share of investments in unconsolidated joint ventures								4,346
Real estate assets (REO within debt portfolio)
CLNY & OP share of carrying value of real estate ⁽¹⁾								30,969
Loans receivable detail
	CLNY & OP pro rata share
Non-PCI loans	Unpaid principal balance		Gross carrying amount			Weighted average coupon		Weighted average maturity in years
Fixed rate
First mortgage loans	$	280,692	$	271,459		8.2	%	4.6
Securitized mortgage loans	131,782		134,579			6.4	%	16.6
Second mortgage loans / B-notes	263,260		265,748			9.7	%	3.0
Mezzanine loans	206,327		206,866			11.7	%	3.3
Total fixed rate non-PCI loans	882,061		878,652			9.2	%	5.6

Variable rate
First mortgage loans	552,965		548,164			7.1	%	1.5
Securitized mortgage loans	1,016,361		1,013,858			5.7	%	3.1
Second mortgage loans / B-notes	4,604		4,371			9.5	%	2.2
Mezzanine loans	192,912		192,581			10.9	%	0.6
Total variable rate non-PCI loans	1,766,842		1,758,974			6.7	%	2.3

Total Non-PCI loans	2,648,903		2,637,626
Allowance for loan losses	—		(3,237		)
Total Non-PCI loans, net of allowance for loan losses	2,648,903		2,634,389

PCI loans
Mortgage loans	320,072		224,697
Securitized mortgage loans	8,816		7,436
Total PCI loans	328,888		232,133
Allowance for loan losses	—		(9,436		)
Total PCI loans receivable, net of allowance	$	328,888	$	222,697

Total loans receivable, net of allowance	$	2,977,791	$	2,857,086

__________

(1) Includes all components related to the asset, including real estate and lease-related intangibles.

VIII. Investment Management

VIIIa. Investment Management—Summary Metrics



($ in thousands unless otherwise noted; as of or for three months ended March 31, 2016)

AUM	$18.2 billion
FEEUM	$7.9 billion
Credit Funds	$3.7 billion
Core Plus / Value-Add Funds	$1.7 billion
Opportunity Funds	$2.5 billion

Income:
Total income	$	16,260
Expenses:
Transaction, investment and servicing expenses	45
Amortization	3,745
Compensation expense	9,287
Impairment loss	320
Administrative expenses	774
Total expenses	14,171
Other loss, net	(38		)
Income tax benefit	3,426
Net income	5,477
Add: Noncash equity compensation expense	999
Add: Unrealized gain on derivatives	38
Add: Amortization of investment management intangibles	4,065
Deduct: Deferred tax benefit effect on amortization and impairment of investment management intangibles	(1,633		)
Core FFO	$	8,946

IX. Definitions

Assets Under Management ("AUM") refers to the assets for which the Company provides investment management services and includes assets for which it may or may not charge management fees and/or performance allocations. AUM is presented as of March 31, 2016 and equals the sum of: a) the gross fair value of investments held directly by the Company or managed by the Company on behalf of its private funds, co-investments, or other investment vehicles; b) leverage, inclusive of debt held by investments and deferred purchases prices; c) uncalled limited partner capital commitments which the Company is entitled to call from investors during the given commitment period at its discretion pursuant to the terms of their respective funds; and d) with respect to majority-owned and substantially controlled investments the Company consolidates gross assets attributable to third-party investors. The Company's calculations of AUM may differ from the calculations of other asset managers, and as a result this measure may not be comparable to similar measures presented by other asset managers.


b)	Colony Capital, Inc. ("CLNY")


c)	Colony Light Industrial Platform ("CLIP")

Core Funds from Operations ("Core FFO") is calculated by adjusting Funds from Operations ("FFO") for the following items, including the Company’s share of these items recognized by the Company’s unconsolidated partnerships and joint ventures: (i) gains and losses from sales of depreciable real estate, net of depreciation, amortization and impairment previously adjusted for FFO; (ii) stock compensation expense; (iii) effects of straight-line rent revenue and straight-line rent expense on ground leases; (iv) amortization of acquired above- and below-market lease values; (v) amortization of deferred financing costs and debt premiums and discounts; (vi) unrealized fair value gains or losses on derivative instruments and on foreign currency remeasurements; (vii) acquisition-related expenses, merger and integration costs; (viii) amortization and impairment of finite-lived intangibles related to investment management contracts and customer relationships; (ix) deferred tax benefit related to amortization and impairment of investment management contracts and customer relationships; (x) gain on remeasurement of consolidated investment entities, net of deferred tax liability, and the effect of amortization thereof; (xi) non-real estate depreciation and amortization; and (xii) change in fair value of contingent consideration. Also, beginning with the first quarter of 2016, our share of Core FFO from our interest in SFR will represent our percentage interest multiplied by SFR’s reported Core FFO, which may differ from our calculation of Core FFO. Refer to SFR’s filings for its definition and calculation of Core FFO.

Fee-Earning Equity Under Management ("FEEUM") refers to the equity for which the Company provides investment management services and from which it derives management fees and/or performance allocations. FEEUM is presented as of March 31, 2016. FEEUM includes $0.9 billion of uncalled limited partner capital commitments which will not bear fees until such capital is called at the Company’s discretion. Additionally, $0.3 billion pertains to FEEUM of our equity-method investment in a German-based asset management platform. The Company's calculations of FEEUM may differ from the calculations of other asset managers, and as a result this measure may not be comparable to similar measures presented by other asset managers.

Funds from Operations ("FFO") is calculated in accordance with standards established by the National Association of Real Estate Investment Trusts ("NAREIT"), which defines FFO as net income or loss calculated in accordance with GAAP, excluding extraordinary items, as defined by GAAP, gains and losses from sales of depreciable real estate and impairment write-downs associated with depreciable real estate, plus real estate-related depreciation and amortization, and after similar adjustments for unconsolidated partnerships and joint ventures.


g)	Net Operating Income ("NOI") is property operating income less property operating expenses adjusted for non-cash items, including straight line rents and above/below market lease amortization.

Operating Company ("OP") refers to Colony Capital Operating Company, LLC, an operating subsidiary of the Company. The Company is structured as an umbrella partnership real estate investment trust, or UPREIT, in which its wholly-controlled subsidiary, Colony Capital Operating Company, LLC (the “OP”), directly or indirectly holds substantially all of the Company’s assets and directly or indirectly conducts substantially all of the Company’s business.


i)	Purchased Credit-Impaired ("PCI") loans are loans that were acquired at a discount with evidence of underlying credit deterioration and for which it is probable that all contractually required payments will not be collected.


j)	Unpaid Principal Balance ("UPB")

Colony Capital, Inc. - FORM 8-K - EX-99.2 - EXHIBIT 99.2 SUPPLEMENTAL - May 9, 2016

Attached files

Colony Capital, Inc. Reports