Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - Bluerock Residential Growth REIT, Inc. | tv486032_8k.htm |
| EX-99.2 - EXHIBIT 99.2 - Bluerock Residential Growth REIT, Inc. | tv486032_ex99-2.htm |
Exhibit 99.1
For Immediate Release
Bluerock Residential Growth REIT Announces Fourth Quarter and Full Year 2017 Results
- Company Exceeds Fourth Quarter 2017 Guidance –
- Invested Over $788 million in 2017 -
- Provides Guidance for 2018 -
New York, NY (February 14, 2018) – Bluerock Residential Growth REIT, Inc. (NYSE MKT: BRG) (“the Company”), an owner of highly amenitized multi-family apartment communities, announced today its financial results for the quarter and year ended December 31, 2017.
Fourth Quarter Highlights
| • | Total revenues grew 54% to $36.5 million for the quarter from $23.7 million in the prior year priod. Net loss attributable to common stockholders for the fourth quarter of 2017 was ($1.87) per share, as compared to net loss attributable to common stockholders of ($0.34) per share in the prior year period. The Company’s performance during the fourth quarter was impacted by the timing of its investment activity and the utilization of the cash on its balance sheet late in the quarter. |
| • | Adjusted funds from operations (“AFFO”) per share is $0.13 for the quarter as compared to $0.18 in fourth quarter 2016, and exceeded guidance of $0.03 to $0.06 per share. |
| • | Property Net Operating Income (“NOI”) grew 37.6% to $20.2 million, from $14.7 million in the prior year period. |
| • | Same store NOI decreased 0.6%, as compared to the prior year period, primarily due to two properties located in Dallas, Texas. Same store revenue and NOI growth were 4.6% and 1.4%, respectively, excluding the two Dallas, Texas properties. |
| • | Consolidated real estate investments, at cost, increased 41% to $1.5 billion at December 31, 2017 from $1.0 billion at December 31, 2016. |
| • | Invested approximately $189 million of equity into approximately $509 million of real estate transactions, including four operating properties, the origination of three development mezzanine loans, and the buyouts of minority ownership interests in five assets. |
| • | Entered into a $150 million credit agreement, with an accordion borrowing feature up to $250 million. |
| • | Successfully became a self-managed real estate investment trust with the internalization of management. |
Management Commentary
“2017 was a significant year in the Company’s evolution as we accomplished a number of milestones which position us well for 2018 and beyond,” said Ramin Kamfar, Chairman and CEO. “Importantly, we achieved one of our key IPO goals and completed the internalization of our management function, creating further alignment of management with our shareholders. During the year we also completed more than $788 million in investments, including $353 million in the fourth quarter, in operating properties, mezzanine loans and increases in already existing property ownership. While we did not fully benefit from these investments in our fourth quarter due to their timing, we are pleased with our ability to deploy our cash into attractive assets and are well-positioned to demonstrate the earnings potential of our portfolio in 2018 and beyond. Finally, we established our first revolving credit facility, entering into a $150 million bank line of credit, which along with our ongoing opportunistic use of our 6% Series B Preferred Stock Offering, provides us with flexibility and access to cost effective capital. We remain focused on our strategy of owning highly amenitized communities in targeted knowledge-economy growth markets, and with a robust pipeline of compelling investment opportunities we are confident in our outlook.”
Fourth Quarter Acquisition Activity
During the fourth quarter of 2017, the Company deployed approximately $189 million of equity into approximately $509 million of real estate transactions. These transactions are comprised of the acquisition of 1,646 units across four properties, the origination of three mezzanine loans for development properties totaling 784 units, and the buyouts of minority ownership interests in five assets totaling 1,377 units. The Company expects a full-quarter AFFO contribution from these assets in the first quarter of 2018.
October:
| • | Acquired a 100% interest in a 300-unit apartment community located in Birmingham, Alabama, known as Springs at Greystone, which was rebranded as Outlook at Greystone. The total purchase price was approximately $36.3 million, funded in part with the Company’s senior secured credit facility. |
| • | Acquired a 100% interest in two properties, ARIUM Hunter’s Creek, a 532-unit apartment community, and ARIUM Metrowest, a 510-unit apartment community, both located in Orlando, Florida. The total purchase price for the two properties was approximately $182.9 million, funded in part with a $72.3 million mortgage loan on ARIUM Hunter’s Creek and in part with the Company’s senior secured credit facility. |
November:
| • | Acquired a 100% interest in a 304-unit apartment community located in Greenville, South Carolina, known as Springs at Greenville, which was rebranded as The Mills. The total purchase price was approximately $40.3 million, funded in part with the assumption of a $26.8 million senior mortgage loan. |
December:
| • | Substantially redeemed its equity interest in the Flagler Village development, and in exchange provided an approximately $54 million mezzanine loan for the development. |
| • | Substantially redeemed its equity interest in the Crescent Perimeter development, and in exchange provided an approximately $21 million mezzanine loan for the development. |
| • | Substantially redeemed its equity interest in the Vickers Village development, and in exchange provided an approximately $10 million mezzanine loan for the development. |
| • | As part of an effort to further simplify its structure, the Company also invested approximately $8 million to increase its ownership stake to 100% in each of its Preston View, Wesley Village, ARIUM Grandewood and Park & Kingston properties, and to 92% in its Enders Place at Baldwin Park property. |
Financial Results
Net loss attributable to common stockholders for the fourth quarter of 2017 was $46.2 million, compared to a net loss of $7.3 million in the prior year period. The quarter’s results include the costs related to the internalization of the Company’s management function. Net loss attributable to common stockholders included non-cash expenses of $2.02 per share in the fourth quarter of 2017 compared to $0.51 per share for the prior year period. The Company’s performance during the fourth quarter was also impacted by the timing of its investment activity and the utilization of the cash on its balance sheet late in the quarter.
AFFO for the fourth quarter of 2017 was $3.1 million, or $0.13 per diluted share, compared to $3.7 million, or $0.18 per diluted share in the prior year period. AFFO was primarily impacted by increases in property NOI of $5.5 million and interest income of $2.2 million arising from significant investment activity, and offset by interest expense of $3.2 million, lower income from preferred returns and equity in income from unconsolidated real estate joint ventures of $0.8 million, and an increase in preferred stock dividends of $2.6 million.
Total Portfolio Performance
| $ In thousands, except average rental rates | 4Q17 | 4Q16 | Variance | FY17 | FY16 | Variance | ||||||||||||||||||||
| Total Revenues (1) | $ | 36,451 | $ | 23,652 | 54.1 | % | $ | 123,184 | $ | 81,041 | 52.0 | % | ||||||||||||||
| Property Operating Expenses | $ | 14,019 | $ | 8,928 | 57.0 | % | $ | 47,954 | $ | 31,521 | 52.1 | % | ||||||||||||||
| NOI | $ | 20,243 | $ | 14,707 | 37.6 | % | $ | 67,300 | $ | 49,503 | 36.0 | % | ||||||||||||||
| Operating Margin | 59.1 | % | 62.2 | % | (310 | ) | bps | 58.4 | % | 61.1 | % | (270 | ) | bps | ||||||||||||
| Occupancy Percentage | 94.1 | % | 94.0 | % | 10 | bps | 94.3 | % | 94.0 | % | 30 | bps | ||||||||||||||
| Average Rental Rate | $ | 1,222 | $ | 1,267 | (3.6) | % | $ | 1,220 | $ | 1,255 | (2.8) | % | ||||||||||||||
| (1) | Including interest income from related parties |
For the fourth quarter of 2017, total portfolio NOI was $20.2 million, an increase of $5.5 million, or 37.6%, compared to the same period in the prior year. Property revenues increased by 45.0% compared to the same prior year period primarily attributable to the increased size of the portfolio.
Property NOI margins were 59.1% of revenue for the quarter, compared to 62.2% of revenue in the prior year quarter. Property NOI margins were impacted by the sales of more stabilized assets with proceeds being recycled into replacement properties with higher growth opportunities, which require time to realize margin improvement. Property operating expenses increased 57.0% primarily the result of the increased size of the portfolio.
Same Store Portfolio Performance
| $ In thousands, except average rental rates | 4Q17 | 4Q16 | Variance | FY17 | FY16 | Variance | ||||||||||||||||||||
| Revenues | $ | 13,796 | $ | 13,414 | 2.8 | % | $ | 37,329 | $ | 35,995 | 3.7 | % | ||||||||||||||
| Property Operating Expenses | $ | 5,418 | $ | 4,988 | 8.6 | % | $ | 14,582 | $ | 14,038 | 3.9 | % | ||||||||||||||
| NOI | $ | 8,378 | $ | 8,426 | (0.6) | % | $ | 22,747 | $ | 21,957 | 3.6 | % | ||||||||||||||
| Operating Margin | 60.7 | % | 62.8 | % | (210 | ) | bps | 60.9 | % | 61.0 | % | (10 | ) | bps | ||||||||||||
| Occupancy Percentage | 94.3 | % | 94.5 | % | (20 | ) | bps | 94.8 | % | 95.3 | % | (50 | ) | bps | ||||||||||||
| Average Rental Rate | $ | 1,290 | $ | 1,256 | 2.7 | % | $ | 1,242 | $ | 1,197 | 3.8 | % | ||||||||||||||
The Company’s same store portfolio for the quarter and year ended December 31, 2017 include only 11 and 8 properties, respectively. Because of the limited number of same store properties compared to the number of properties in our portfolio in 2017 and 2016, respectively, the Company’s same store performance measures may be of limited usefulness.
For the fourth quarter of 2017, same store NOI was $8.4 million, a decrease of $48,000, or 0.6%, compared to the same period in the prior year. Same store property revenues increased by 2.8% compared to the same prior year period, primarily attributable to a 2.7% increase in average rental rates. Same store expenses increased 8.6% primarily as the result of an approximate $280,000 increase in real estate taxes due to higher valuations by municipalities and $70,000 increase in wages. The same store results were also disproportionately impacted by performance of two assets in the Dallas Fort Worth MSA, particularly our Frisco asset which remains challenged from new supply. Excluding the two Dallas assets, year-over-year same store revenue and NOI increased 4.6% and 1.4%, respectively.
Balance Sheet
On October 4, 2017, the Company, through its operating partnership, entered into a credit agreement (the “Credit Facility”) with KeyBank National Association and other lenders. The Credit Facility provides for an initial loan commitment amount of $150 million, with an accordion borrowing feature up to $250 million. The Credit Facility matures in October 2020 and has a one-year extension option. Borrowings under the Credit Facility bear interest, at the Company’s option, at LIBOR plus 1.80% to 2.45%, or the base rate plus 0.80% to 1.45%, depending on the Company’s leverage ratio.
As of December 31, 2017, the Company had $35.0 million of unrestricted cash on its balance sheet, approximately $4.0 million available on its revolving credit facility, and $1.0 billion of debt outstanding.
Management Internalization
As previously disclosed, on October 31, 2017, the Company successfully completed the internalization of the external management function provided by the former Manager and became a self-managed real estate investment trust.
Dividend Details
On December 20, 2017, the Board of Directors announced that it had revised the Company’s dividend policy for the Company’s Class A common stock and set an annual dividend rate of $0.65 per share. The Board of Directors considered a number of factors in setting the new dividend rate, including but not limited to achieving a sustainable dividend covered by current recurring AFFO (vs. pro forma AFFO), multifamily and small cap peer dividend rates and payout ratios, providing financial flexibility for the Company, and achieving an appropriate balance between the retention of capital to invest and grow net asset value and the importance of current distributions.
The Board of Directors authorized, and the Company declared, a quarterly dividend for the first quarter of 2018 equal to a quarterly rate of $0.1625 per share on its Class A common stock, payable to the stockholders of record as of March 23, 2018, which will be paid in cash on April 5, 2018. Holders of OP and LTIP Units are entitled to receive "distribution equivalents" at the same time as dividends are paid to holders of our Class A common stock. A portion of each dividend may constitute a return of capital for tax purposes. There is no assurance that we will continue to declare dividends or at this rate.
On January 12, 2018, the Board of Directors authorized, and the Company declared, a monthly dividend of $5.00 per share of Series B preferred stock, payable to the stockholders of record as of January 25, 2018, which was paid in cash on February 5, 2018, and as of February 23, 2018, and March 23, 2018, which will be paid in cash on March 5, 2018 and April 5, 2018, respectively.
2018 Guidance
Based on the Company’s current outlook and market conditions, the Company anticipates 2018 AFFO in the range of $0.65 to $0.70 per share. For additional guidance details underlying earnings guidance, please see page 30 of the Company’s Fourth Quarter 2017 Earnings Supplement available under Investor Relations on the Company’s website (www.bluerockresidential.com).
Conference Call
All interested parties can listen to the live conference call at 11:00 AM ET on Wednesday, February 14, 2018 by dialing +1 (866) 843-0890 within the U.S., or +1 (412) 317-6597, and requesting the "Bluerock Residential Conference."
For those who are not available to listen to the live call, the conference call will be available for replay on the Company’s website two hours after the call concludes, and will remain available until March 14, 2018 at http://services.choruscall.com/links/brg180214.html, as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10116771.
The full text of this Earnings Release and additional Supplemental Information is available in the Investor Relations section on the Company’s website at http://www.bluerockresidential.com.
About Bluerock Residential Growth REIT, Inc.
Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company’s objective is to generate value through off-market/relationship-based transactions and, at the asset level, through Core+ improvements to properties and operations. The Company is included in the Russell 2000 and Russell 3000 Indexes. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.
For more information, please visit the Company’s website at www.bluerockresidential.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) on February 22, 2017, and subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.
Portfolio Summary
The following is a summary of our operating real estate and development properties as of December 31, 2017:
| Consolidated Operating Properties | Location | Number of Units | Year Built/ Renovated (1) | Ownership Interest | Average Rent (2) | % Occupied (3) | ||||||||||||||||
| ARIUM at Palmer Ranch | Sarasota, FL | 320 | 2016 | 95 | % | $ | 1,251 | 97 | % | |||||||||||||
| ARIUM Glenridge | Atlanta, GA | 480 | 1990 | 90 | % | 1,120 | 94 | % | ||||||||||||||
| ARIUM Grandewood | Orlando, FL | 306 | 2005 | 100 | % | 1,298 | 97 | % | ||||||||||||||
| ARIUM Gulfshore | Naples, FL | 368 | 2016 | 95 | % | 1,272 | 99 | % | ||||||||||||||
| ARIUM Hunter’s Creek | Orlando, FL | 532 | 1999 | 100 | % | 1,310 | 98 | % | ||||||||||||||
| ARIUM Metrowest | Orlando, FL | 510 | 2001 | 100 | % | 1,273 | 98 | % | ||||||||||||||
| ARIUM Palms | Orlando, FL | 252 | 2008 | 95 | % | 1,306 | 97 | % | ||||||||||||||
| ARIUM Pine Lakes | Port St. Lucie, FL | 320 | 2003 | 85 | % | 1,182 | 96 | % | ||||||||||||||
| ARIUM Westside | Atlanta, GA | 336 | 2008 | 90 | % | 1,500 | 94 | % | ||||||||||||||
| Ashton Reserve | Charlotte, NC | 473 | 2015 | 100 | % | 1,062 | 93 | % | ||||||||||||||
| Citrus Tower | Orlando, FL | 336 | 2006 | 97 | % | 1,225 | 93 | % | ||||||||||||||
| Enders Place at Baldwin Park | Orlando, FL | 220 | 2003 | 92 | % | 1,643 | 97 | % | ||||||||||||||
| James on South First | Austin, TX | 250 | 2016 | 90 | % | 1,228 | 92 | % | ||||||||||||||
| Marquis at Crown Ridge | San Antonio, TX | 352 | 2009 | 90 | % | 946 | 92 | % | ||||||||||||||
| Marquis at Stone Oak | San Antonio, TX | 335 | 2007 | 90 | % | 1,352 | 94 | % | ||||||||||||||
| Marquis at The Cascades | Tyler, TX | 582 | 2009 | 90 | % | 1,075 | 92 | % | ||||||||||||||
| Marquis at TPC | San Antonio, TX | 139 | 2008 | 90 | % | 1,308 | 95 | % | ||||||||||||||
| Outlook at Greystone | Birmingham, AL | 300 | 2007 | 100 | % | 936 | 90 | % | ||||||||||||||
| Park & Kingston | Charlotte, NC | 168 | 2015 | 100 | % | 1,234 | 94 | % | ||||||||||||||
| Preston View | Morrisville, NC | 382 | 2000 | 100 | % | 1,068 | 93 | % | ||||||||||||||
| Roswell City Walk | Roswell, GA | 320 | 2015 | 98 | % | 1,482 | 95 | % | ||||||||||||||
| Sorrel | Frisco, TX | 352 | 2015 | 95 | % | 1,175 | 95 | % | ||||||||||||||
| Sovereign | Fort Worth, TX | 322 | 2015 | 95 | % | 1,308 | 93 | % | ||||||||||||||
| The Brodie | Austin, TX | 324 | 2001 | 93 | % | 1,218 | 91 | % | ||||||||||||||
| The Mills | Greenville, SC | 304 | 2013 | 100 | % | 1,085 | 89 | % | ||||||||||||||
| The Preserve at Henderson Beach | Destin, FL | 340 | 2009 | 100 | % | 1,338 | 91 | % | ||||||||||||||
| Villages at Cypress Creek | Houston, TX | 384 | 2001 | 80 | % | 1,056 | 95 | % | ||||||||||||||
| Wesley Village | Charlotte, NC | 301 | 2010 | 100 | % | 1,285 | 90 | % | ||||||||||||||
| Consolidated Operating Properties Subtotal/Average | 9,608 | $ | 1,222 | 94 | % | |||||||||||||||||
| Mezzanine/Preferred Investments | Location | Planned Number of Units | Pro Forma Average Rent (4) | |||||||||||||||||||
| Alexan CityCentre | Houston, TX | 340 | $ | 2,144 | ||||||||||||||||||
| Alexan Southside Place | Houston, TX | 270 | 2,012 | |||||||||||||||||||
| APOK Townhomes | Boca Raton, FL | 90 | 2,549 | |||||||||||||||||||
| Crescent Perimeter | Atlanta, GA | 320 | 1,749 | |||||||||||||||||||
| Domain | Garland, TX | 299 | 1,469 | |||||||||||||||||||
| Flagler Village | Fort Lauderdale, FL | 385 | 2,352 | |||||||||||||||||||
| Helios | Atlanta, GA | 282 | 1,486 | |||||||||||||||||||
| Lake Boone Trail | Raleigh, NC | 245 | 1,271 | |||||||||||||||||||
| Vickers Village | Roswell, GA | 79 | 3,176 | |||||||||||||||||||
| West Morehead | Charlotte, NC | 286 | 1,507 | |||||||||||||||||||
| Whetstone | Durham, NC | 204 | 1,260 | |||||||||||||||||||
| Mezzanine and Preferred Investments Subtotal/Average | 2,800 | $ | 1,815 | |||||||||||||||||||
| Portfolio Properties Total/Average | 12,408 | $ | 1,362 | |||||||||||||||||||
(1) Represents date of last significant renovation or year built if there were no renovations.
(2) Represents the average effective monthly rent per occupied unit for all occupied units for the three months ended December 31, 2017.
(3) Percent occupied is calculated as (i) the number of units occupied as of December 31, 2017, divided by (ii) total number of units, expressed as a percentage.
(4) The properties are under development. Alexan CityCentre, Alexan Southside Place, Helios, and Lake Boone Trail are preferred equity investments with an option to convert into partial ownership upon stabilization. APOK Townhomes, Crescent Perimeter, Domain, Flagler Village, Vickers Village, and West Morehead are mezzanine loan investments. Additionally, APOK Townhomes, Domain, and West Morehead have an option to purchase indirect property interest upon maturity. Whetstone is currently a preferred equity investment providing a stated investment return. Pro forma average rent represents the average pro forma effective monthly rent per occupied unit for all expected occupied units upon stabilization.
Consolidated Statement of Operations
For the Three and Twelve Months Ended December 31, 2017 and 2016
(Unaudited and dollars in thousands except for share and per share data)
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| Revenues | ||||||||||||||||
| Net rental income | $ | 30,621 | $ | 21,353 | $ | 102,974 | $ | 73,366 | ||||||||
| Other property revenues | 3,641 | 2,282 | 12,280 | 7,658 | ||||||||||||
| Interest income from related parties | 2,189 | 17 | 7,930 | 17 | ||||||||||||
| Total revenues | 36,451 | 23,652 | 123,184 | 81,041 | ||||||||||||
| Expenses | ||||||||||||||||
| Property operating | 14,019 | 8,928 | 47,954 | 31,521 | ||||||||||||
| Property management fees | 934 | 680 | 3,185 | 2,339 | ||||||||||||
| General and administrative | 3,292 | 1,709 | 7,541 | 5,863 | ||||||||||||
| Management fees | 993 | 2,015 | 12,726 | 6,510 | ||||||||||||
| Acquisition and pursuit costs | 19 | 2,444 | 3,233 | 4,590 | ||||||||||||
| Management internalization | 41,907 | 63 | 43,554 | 63 | ||||||||||||
| Weather-related losses, net | 336 | — | 1,014 | — | ||||||||||||
| Depreciation and amortization | 15,530 | 8,725 | 48,624 | 31,187 | ||||||||||||
| Total expenses | 77,030 | 24,564 | 167,831 | 82,073 | ||||||||||||
| Operating loss | (40,579 | ) | (912 | ) | (44,647 | ) | (1,032 | ) | ||||||||
| Other income (expense) | ||||||||||||||||
| Other income | — | — | 17 | 26 | ||||||||||||
| Preferred returns and equity in income of unconsolidated real estate joint ventures | 2,472 | 3,015 | 10,336 | 11,632 | ||||||||||||
| Gain on sale of real estate investments | 123 | — | 50,163 | 4,947 | ||||||||||||
| Gain on sale of real estate joint venture interest, net | 24 | — | 10,262 | — | ||||||||||||
| Gain on revaluation of equity of business combination | — | 3,761 | — | 3,761 | ||||||||||||
| Loss on early extinguishment of debt | — | — | (1,639 | ) | (2,393 | ) | ||||||||||
| Interest expense, net | (9,181 | ) | (5,824 | ) | (31,520 | ) | (19,915 | ) | ||||||||
| Total other (expense) income | (6,562 | ) | 952 | 37,619 | (1,942 | ) | ||||||||||
| Net (loss) income | (47,141 | ) | 40 | (7,028 | ) | (2,974 | ) | |||||||||
| Preferred stock dividends | (7,753 | ) | (5,373 | ) | (27,023 | ) | (13,763 | ) | ||||||||
| Preferred stock accretion | (1,123 | ) | (324 | ) | (3,011 | ) | (893 | ) | ||||||||
| Net loss (income) attributable to noncontrolling interests | ||||||||||||||||
| Operating partnership units | (9,376 | ) | (102 | ) | (9,372 | ) | (276 | ) | ||||||||
| Partially-owned properties | (400 | ) | 1,704 | 17,989 | 1,631 | |||||||||||
| Net (loss) income attributable to noncontrolling interests | (9,776 | ) | 1,602 | 8,617 | 1,355 | |||||||||||
| Net loss attributable to common stockholders | $ | (46,241 | ) | $ | (7,259 | ) | $ | (45,679 | ) | $ | (18,985 | ) | ||||
| Net loss per common share - Basic | $ | (1.87 | ) | $ | (0.34 | ) | $ | (1.79 | ) | $ | (0.91 | ) | ||||
| Net loss per common share – Diluted | $ | (1.87 | ) | $ | (0.34 | ) | $ | (1.79 | ) | $ | (0.91 | ) | ||||
| Weighted average basic common shares outstanding | 24,701,535 | 21,102,233 | 25,561,673 | 20,805,852 | ||||||||||||
| Weighted average diluted common shares outstanding | 24,701,535 | 21,102,233 | 25,561,673 | 20,805,852 | ||||||||||||
Consolidated Balance Sheets
Fourth Quarter 2017
(Unaudited and dollars in thousands except for share and per share amounts)
| December 31, 2017 | December 31, 2016 | |||||||
| ASSETS | ||||||||
| Net Real Estate Investments | ||||||||
| Land | $ | 169,135 | $ | 142,274 | ||||
| Buildings and improvements | 1,244,193 | 848,445 | ||||||
| Furniture, fixtures and equipment | 38,446 | 27,617 | ||||||
| Construction in progress | 985 | 10,878 | ||||||
| Total Gross Real Estate Investments | 1,452,759 | 1,029,214 | ||||||
| Accumulated depreciation | (55,177 | ) | (42,137 | ) | ||||
| Total Net Real Estate Investments | 1,397,582 | 987,077 | ||||||
| Cash and cash equivalents | 35,015 | 82,047 | ||||||
| Restricted cash | 29,575 | 45,402 | ||||||
| Notes and accrued interest receivable from related parties | 140,903 | 21,267 | ||||||
| Due from affiliates | 2,003 | 948 | ||||||
| Accounts receivable, prepaid and other assets | 9,689 | 8,610 | ||||||
| Preferred equity investments and investments in unconsolidated real estate joint ventures | 71,145 | 91,132 | ||||||
| In-place lease intangible assets, net | 4,635 | 4,839 | ||||||
| Total Assets | $ | 1,690,547 | $ | 1,241,322 | ||||
| LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | ||||||||
| Mortgages payable | $ | 939,494 | $ | 710,575 | ||||
| Revolving credit facility | 67,670 | — | ||||||
| Accounts payable | 1,652 | 1,669 | ||||||
| Other accrued liabilities | 22,952 | 13,431 | ||||||
| Due to affiliates | 1,575 | 2,409 | ||||||
| Distributions payable | 14,287 | 7,328 | ||||||
| Total Liabilities | 1,047,630 | 735,412 | ||||||
| 8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized, and 5,721,460 issued and outstanding as of December 31, 2017 and 2016 | 138,801 | 138,316 | ||||||
| Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 725,000 and 150,000 shares authorized, 184,130 and 21,482 issued and outstanding as of December 31, 2017 and 2016, respectively | 161,742 | 18,938 | ||||||
| 7.6250% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized, 2,323,750 issued and outstanding as of December 31, 2017 | ||||||||
| and December 31, 2016 | 56,196 | 56,095 | ||||||
| Equity | ||||||||
| Stockholders’ Equity | ||||||||
| Preferred stock, $0.01 par value, 230,400,000 and 246,975,000 shares authorized; none issued and outstanding as of December 31, 2017 and 2016, respectively | — | — | ||||||
| 7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized, 2,850,602 issued and outstanding as of December 31, 2017 and 2016 | 68,705 | 68,760 | ||||||
| Common stock - Class A, $0.01 par value, 747,509,582 and 747,586,185 shares authorized; 24,218,359 and 19,567,506 shares issued and outstanding as of December 31, 2017 and 2016, respectively | 242 | 196 | ||||||
| Common stock - Class C, $0.01 par value, 76,603 and no shares authorized; 76,603 and no shares issued and outstanding as of December 31, 2017 and 2016, respectively | 1 | — | ||||||
| Additional paid-in-capital | 318,170 | 257,403 | ||||||
| Distributions in excess of cumulative earnings | (164,286 | ) | (84,631 | ) | ||||
| Total Stockholders’ Equity | 222,832 | 241,728 | ||||||
| Noncontrolling Interests | ||||||||
| Operating partnership units | 42,999 | 2,216 | ||||||
| Partially owned properties | 20,347 | 48,617 | ||||||
| Total Noncontrolling Interests | 63,346 | 50,833 | ||||||
| Total Equity | 286,178 | 292,561 | ||||||
| TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY | $ | 1,690,547 | $ | 1,241,322 | ||||
Non-GAAP Financial Measures
The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business and performance, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.
Funds from Operations and Adjusted Funds from Operations
Funds from operations attributable to common stockholders (“FFO”) is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the National Association of Real Estate Investment Trusts, or (“NAREIT's”) definition, as net income, computed in accordance with GAAP, excluding gains (or losses) from sales of property, plus depreciation and amortization of real estate assets, plus impairment write-downs of depreciable real estate, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.
In addition to FFO, we use adjusted funds from operations attributable to common stockholders (“AFFO”). AFFO is a computation made by analysts and investors to measure a real estate company's operating performance by removing the effect of items that do not reflect ongoing property operations. To calculate AFFO, we further adjust FFO by adding back certain items that are not added to net income in NAREIT's definition of FFO, such as acquisition and pursuit costs, equity based compensation expenses, and any other non-recurring or non-cash expenses, which are costs that do not relate to the operating performance of our properties, and subtracting recurring capital expenditures (and when calculating the quarterly incentive fee paid to our former Manager only, we further adjusted FFO to include any realized gains or losses on our real estate investments).
Our calculation of AFFO differs from the methodology used for calculating AFFO by certain other REITs and, accordingly, our AFFO may not be comparable to AFFO reported by other REITs. Our management utilizes FFO and AFFO as measures of our operating performance after adjustment for certain non-cash items, such as depreciation and amortization expenses, and acquisition and pursuit costs that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and that may not accurately compare our operating performance between periods. Furthermore, although FFO, AFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we also believe that FFO and AFFO may provide us and our stockholders with an additional useful measure to compare our financial performance to certain other REITs. We also used AFFO for purposes of determining the quarterly incentive fee paid to our former Manager in prior periods.
Neither FFO nor AFFO is equivalent to net income, including net income attributable to common stockholders, or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and AFFO do not represent amounts available for management's discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor AFFO should be considered as an alternative to net income, including net income attributable to common stockholders, as an indicator of our operating performance or as an alternative to cash flow from operating activities as a measure of our liquidity.
We have acquired interests in twelve additional operating properties subsequent to December 31, 2016 and sold four properties that were owned in 2016. The results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance.
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| Net loss attributable to common stockholders | $ | (46,241 | ) | $ | (7,259 | ) | $ | (45,679 | ) | $ | (18,985 | ) | ||||
| Common stockholders pro-rata share of: | ||||||||||||||||
| Real estate depreciation and amortization(1) | 12,074 | 7,527 | 41,974 | 26,963 | ||||||||||||
| Gain on sale of real estate investments | (102 | ) | (1,828 | ) | (34,048 | ) | (6,704 | ) | ||||||||
| Gain on sale of real estate joint venture interests, net | (13 | ) | — | (6,344 | ) | — | ||||||||||
| FFO Attributable to Common Stockholders | $ | (34,282 | ) | $ | (1,560 | ) | $ | (44,097 | ) | $ | 1,274 | |||||
| Common stockholders pro-rata share of: | ||||||||||||||||
| Amortization of non-cash interest expense | 356 | 171 | 1,848 | 790 | ||||||||||||
| Acquisition and pursuit costs | 15 | 2,130 | 3,055 | 4,123 | ||||||||||||
| Management internalization process expense | 34,842 | 63 | 36,471 | 63 | ||||||||||||
| Non-real estate depreciation and amortization | 5 | — | 5 | — | ||||||||||||
| Loss on early extinguishment of debt | — | — | 1,534 | 2,269 | ||||||||||||
| Weather-related losses, net | 264 | — | 899 | — | ||||||||||||
| Non-recurring income | — | (23 | ) | (16 | ) | (254 | ) | |||||||||
| Non-cash tax abatement | — | 85 | — | 85 | ||||||||||||
| Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures | (210 | ) | — | (1,190 | ) | — | ||||||||||
| Normally recurring capital expenditures | (431 | ) | (252 | ) | (1,443 | ) | (907 | ) | ||||||||
| Preferred stock accretion | 934 | 320 | 2,804 | 880 | ||||||||||||
| Non-cash equity compensation | 1,639 | 2,805 | 14,551 | 9,405 | ||||||||||||
| AFFO Attributable to Common Stockholders | $ | 3,132 | $ | 3,739 | $ | 14,421 | $ | 17,728 | ||||||||
| Weighted average common shares outstanding - diluted | 24,701,535 | 21,102,894 | 25,562,064 | 20,810,134 | ||||||||||||
| PER SHARE INFORMATION: | ||||||||||||||||
| FFO Attributable to Common Stockholders - diluted | $ | (1.39 | ) | $ | (0.07 | ) | $ | (1.73 | ) | $ | 0.06 | |||||
| AFFO Attributable to Common Stockholders - diluted | $ | 0.13 | $ | 0.18 | $ | 0.56 | $ | 0.85 | ||||||||
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(1) The real estate depreciation and amortization amount includes our share of consolidated real estate-related depreciation and amortization of intangibles, less amounts attributable to noncontrolling interests, and our similar estimated share of unconsolidated depreciation and amortization, which is included in earnings of our unconsolidated real estate joint venture investments.
Earnings Before Interest, Income Taxes, Depreciation and Amortization ("EBITDA")
EBITDA is defined as earnings before interest, income taxes, depreciation and amortization, calculated on a consolidated basis. We consider EBITDA to be an appropriate supplemental measure of our performance because it eliminates depreciation and amortization, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items. Below is a reconciliation of net loss attributable to common stockholders to EBITDA (unaudited and dollars in thousands).
| Three Months Ended | Year Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| Net loss attributable to common stockholders | $ | (46,241 | ) | $ | (7,259 | ) | $ | (45,679 | ) | $ | (18,985 | ) | ||||
| Net (loss) income attributable to noncontrolling interest | (9,776 | ) | 1,602 | 8,617 | 1,355 | |||||||||||
| Preferred stock dividends | 7,753 | 5,373 | 27,023 | 13,763 | ||||||||||||
| Preferred stock accretion | 1,123 | 324 | 3,011 | 893 | ||||||||||||
| Interest expense, net | 9,181 | 5,824 | 31,520 | 19,915 | ||||||||||||
| Depreciation and amortization | 15,530 | 8,725 | 48,624 | 31,187 | ||||||||||||
| EBITDA | $ | (22,430 | ) | $ | 14,589 | $ | 73,116 | $ | 48,128 | |||||||
| Acquisition and pursuit costs | 19 | 2,444 | 3,233 | 4,590 | ||||||||||||
| Management internalization process expense | 41,907 | 63 | 43,554 | 63 | ||||||||||||
| Non-real estate depreciation and amortization | 6 | - | 6 | - | ||||||||||||
| Weather-related losses, net | 336 | - | 1,014 | - | ||||||||||||
| Non-cash equity compensation | 1,972 | 2,844 | 15,021 | 9,543 | ||||||||||||
| Non-recurring income | - | (24 | ) | (17 | ) | (258 | ) | |||||||||
| Non-cash tax abatement | - | 96 | 96 | |||||||||||||
| Gain on sale of real estate investments | (123 | ) | - | (50,163 | ) | (4,947 | ) | |||||||||
| Gain on sale of real estate joint venture interest, net | (24 | ) | - | (10,262 | ) | - | ||||||||||
| Gain on revaluation of equity on business combination | - | (3,761 | ) | (3,761 | ) | |||||||||||
| Loss on early extinguishment of debt | - | - | 1,639 | 2,393 | ||||||||||||
| Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures | (253 | ) | - | (1,243 | ) | - | ||||||||||
| Adjusted EBITDA | $ | 21,410 | $ | 16,251 | $ | 75,898 | $ | 55,847 | ||||||||
Recurring Capital Expenditures
We define recurring capital expenditures as expenditures that are incurred at every property and exclude development, investment, revenue enhancing and non-recurring capital expenditures.
Non-Recurring Capital Expenditures
We define non-recurring capital expenditures as expenditures for significant projects that upgrade units or common areas and projects that are revenue enhancing.
Same Store Properties
Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.
Property Net Operating Income ("Property NOI")
We believe that net operating income, or NOI, is a useful measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding depreciation and amortization and interest. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income. We use NOI to evaluate our performance on a same store and non-same store basis because NOI measures the core operations of property performance by excluding corporate level expenses and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as an alternative measure of our financial performance.
Certain amounts in prior periods, related to tenant reimbursements for utility expenses amounting to $1.2 million and $4.0 million for the three months and year ended December 31, 2016, have been reclassified to other property revenues from property operating expenses, to conform to the current period presentation which includes tenant reimbursements for utility expenses amounting to $1.9 million and $6.5 million for the three months and year ended December 31, 2017. In addition, property management fees have been reclassified from property operating expenses.
The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented (unaudited and amounts in thousands):
| Three Months Ended (1) | Year Ended (2) | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| Net loss attributable to common stockholders | $ | (46,241 | ) | $ | (7,259 | ) | $ | (45,679 | ) | $ | (18,985 | ) | ||||
| Add pro-rata share: | ||||||||||||||||
| Depreciation and amortization | 12,074 | 7,527 | 41,974 | 26,963 | ||||||||||||
| Non-real estate depreciation and amortization | 5 | - | 5 | - | ||||||||||||
| Amortization of non-cash interest expense | 356 | 171 | 1,848 | 790 | ||||||||||||
| Property management fees | 726 | 580 | 2,745 | 1,959 | ||||||||||||
| Management fees | 825 | 1,987 | 12,434 | 6,417 | ||||||||||||
| Acquisition and pursuit costs | 16 | 2,130 | 3,055 | 4,123 | ||||||||||||
| Loss on early extinguishment of debt | - | - | 1,534 | 2,269 | ||||||||||||
| Corporate operating expenses | 2,737 | 1,680 | 6,940 | 5,779 | ||||||||||||
| Management internalization process expense | 34,842 | 63 | 36,471 | 63 | ||||||||||||
| Weather-related losses, net | 264 | - | 899 | - | ||||||||||||
| Preferred dividends | 6,446 | 5,298 | 25,512 | 13,567 | ||||||||||||
| Preferred stock accretion | 934 | 320 | 2,804 | 880 | ||||||||||||
| Less pro-rata share: | ||||||||||||||||
| Other income | - | - | 16 | 26 | ||||||||||||
| Preferred returns and equity in income of unconsolidated real estate joint ventures | 2,055 | 2,973 | 9,838 | 11,464 | ||||||||||||
| Interest income from related parties | 1,820 | 17 | 7,500 | 17 | ||||||||||||
| Gain on sale of real estate joint venture interest, net | 13 | - | 6,344 | - | ||||||||||||
| Gain on sale of real estate investments | 102 | 1,828 | 34,048 | 6,704 | ||||||||||||
| Pro-rata share of properties' income | 8,994 | 7,679 | 32,796 | 25,614 | ||||||||||||
| Add: | ||||||||||||||||
| Noncontrolling interest pro-rata share of property income | 2,526 | 1,400 | 5,187 | 4,880 | ||||||||||||
| Total property income | 11,520 | 9,079 | 37,983 | 30,494 | ||||||||||||
| Add: | ||||||||||||||||
| Interest expense, net | 8,723 | 5,628 | 29,317 | 19,009 | ||||||||||||
| Net operating income | 20,243 | 14,707 | 67,300 | 49,503 | ||||||||||||
| Less: | ||||||||||||||||
| Non-same store net operating income | 11,865 | 6,281 | 44,553 | 27,546 | ||||||||||||
| Same store net operating income | $ | 8,378 | $ | 8,426 | $ | 22,747 | $ | 21,957 | ||||||||
(1) Same Store sales for the three months ended December 31, 2017 related to the following properties: Enders Place at Baldwin Park, ARIUM Grandewood, Park & Kingston, ARIUM Palms, Ashton Reserve, Sorrel, Sovereign, ARIUM at Palmer Ranch, ARIUM Gulfshore, The Preserve at Henderson Beach and ARIUM Westside.
(2) Same Store sales for the year ended December 31, 2017 related to the following properties: Enders Place at Baldwin Park, ARIUM Grandewood, Park & Kingston, ARIUM Palms, Ashton Reserve, Sovereign, ARIUM at Palmer Ranch, and ARIUM Gulfshore.
Contact
Investors:
(888) 558.1031
investor.relations@bluerockre.com
Media:
Josh Hoffman
(208) 475.2380
jhoffman@bluerockre.com
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