Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - BLACK CREEK INDUSTRIAL REIT IV Inc. | bciivpescaderoex991.htm |
| 8-K/A - 8-K/A - BLACK CREEK INDUSTRIAL REIT IV Inc. | bciivpescadero8-ka.htm |
Exhibit 99.2
BLACK CREEK INDUSTRIAL REIT IV INC.
PRO FORMA FINANCIAL INFORMATION
(Unaudited)
The following pro forma condensed consolidated financial statement has been prepared to provide pro forma information with regard to real estate acquisitions and financing transactions, as applicable. The unaudited pro forma condensed consolidated financial statement should be read in conjunction with Black Creek Industrial REIT IV Inc.’s (the “Company”) Quarterly Report on Form 10-Q for the six months ended June 30, 2018, filed with the Securities and Exchange Commission (the “SEC”) on August 13, 2018.
The accompanying unaudited pro forma condensed consolidated statement of operations for the six months ended June 30, 2018, combine the Company’s historical operations with the purchase of the real estate properties described below, as if those transactions had occurred as of January 1, 2018. An unaudited pro forma condensed consolidated statement of operations for the year ended December 31, 2017 is not presented as both Park 429 Logistics Center and Pescadero Distribution Center, described below, are recently completed developments that did not have any operating history prior to January 1, 2018. An unaudited pro forma condensed consolidated balance sheet is not presented because the real estate property transactions described below occurred prior to June 30, 2018 and have been presented in the Company's Quarterly Report on Form 10-Q for the six months ended June 30, 2018, filed with the SEC on August 13, 2018.
On June 7, 2018, the Company acquired a 100% fee interest in two industrial buildings totaling approximately 0.4 million square feet on approximately 25.25 acres (the “Park 429 Logistics Center”). The Park 429 Logistics Center is located in the Orlando, Florida market and is 95.9% leased by three customers with a weighted-average remaining lease term (based on square feet) of approximately 8.8 years. The total purchase price was approximately $45.7 million, exclusive of transfer taxes, due diligence expenses, and other closing costs. The Company funded the acquisition using proceeds from its public offering and borrowings of $23.9 million under its corporate line of credit.
On June 20, 2018, the Company acquired a 100% fee interest in one industrial building totaling approximately 0.4 million square feet on approximately 19.5 acres (the “Pescadero Distribution Center”). The Pescadero Distribution Center is located in the Central Valley market in California and is 100% occupied by two customers with a weighted-average remaining lease term (based on square feet) of approximately 5.4 years. The total purchase price was approximately $45.8 million, exclusive of transfer taxes, due diligence expenses, and other closing costs. The Company funded the acquisition using proceeds from its public offering and borrowings of $23.9 million under its corporate line of credit.
The unaudited pro forma condensed consolidated statement of operations has been prepared by the Company’s management based upon the Company’s historical financial statements, certain historical financial information of the acquired real estate properties, and certain purchase accounting entries of the acquired real estate properties. These pro forma statements may not be indicative of the results that actually would have occurred if these transactions had been in effect on the dates indicated, nor do they purport to represent our future financial results. The accompanying unaudited pro forma condensed consolidated statement of operations does not contemplate certain amounts that are not readily determinable, such as additional general and administrative expenses that are probable, or interest income that would be earned on cash balances.
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Exhibit 99.2
BLACK CREEK INDUSTRIAL REIT IV INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2018
(Unaudited)
(in thousands, except per share data) | Company Historical (1) | Acquisitions | Pro Forma Adjustments | Consolidated Pro Forma | |||||||||||||||
Revenues: | |||||||||||||||||||
Rental revenues | $ | 883 | $ | 2,367 | (2) | $ | (1 | ) | (4) | $ | 3,249 | ||||||||
Total revenues | 883 | 2,367 | (1 | ) | 3,249 | ||||||||||||||
Operating expenses: | |||||||||||||||||||
Rental expenses | 156 | 435 | (3) | — | 591 | ||||||||||||||
Real estate-related depreciation and amortization | 527 | — | 1,259 | (5) | 1,786 | ||||||||||||||
General and administrative expenses | 696 | — | — | 696 | |||||||||||||||
Advisory fees, related party | 334 | — | 330 | (6) | 664 | ||||||||||||||
Acquisition expense reimbursements, related party | 1,995 | — | — | 1,995 | |||||||||||||||
Other expense reimbursements, related party | 572 | — | — | 572 | |||||||||||||||
Total operating expenses | 4,280 | 435 | 1,589 | 6,304 | |||||||||||||||
Operating (loss) income | (3,397 | ) | 1,932 | (1,590 | ) | (3,055 | ) | ||||||||||||
Other expenses: | |||||||||||||||||||
Interest expense and other | 507 | — | 785 | (7) | 1,292 | ||||||||||||||
Total other expenses | 507 | — | 785 | 1,292 | |||||||||||||||
Total expenses before expense support | 4,787 | 435 | 2,374 | 7,596 | |||||||||||||||
Total expense support from the Advisor | 2,462 | — | (33 | ) | (8) | 2,429 | |||||||||||||
Net expenses after expense support | (2,325 | ) | (435 | ) | (2,407 | ) | (5,167 | ) | |||||||||||
Net (loss) income | (1,442 | ) | 1,932 | (2,408 | ) | (1,918 | ) | ||||||||||||
Net (loss) income attributable to noncontrolling interests | — | — | — | — | |||||||||||||||
Net (loss) income attributable to common stockholders | $ | (1,442 | ) | $ | 1,932 | $ | (2,408 | ) | $ | (1,918 | ) | ||||||||
Weighted-average shares outstanding | 4,614 | 7,491 | (9) | ||||||||||||||||
Net (loss) income per common share - basic and diluted | $ | (0.31 | ) | $ | (0.26 | ) | |||||||||||||
The accompanying notes are an integral part of this pro forma condensed consolidated financial statement.
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Exhibit 99.2
BLACK CREEK INDUSTRIAL REIT IV INC.
NOTES TO THE PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF
OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2018
(Unaudited)
(1) | Reflects the Company’s historical condensed consolidated statement of operations for the six months ended June 30, 2018. Refer to the Company’s historical condensed consolidated financial statements and notes thereto included in the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 13, 2018. |
(2) | The table below sets forth the incremental impact of rental revenue of the real estate properties acquired by the Company based on the historical operations of those properties for the periods prior to acquisition. The incremental rental revenue is determined based on the respective property's historical rental revenue and the purchase accounting entries and includes: (i) the incremental base rent adjustments calculated based on the terms of the acquired lease and presented on a straight-line basis and (ii) the incremental reimbursement and other revenue adjustments, which consist primarily of rental expense recoveries, and are determined based on the acquired customer’s historical reimbursement and other revenue. The incremental straight-line rent adjustment resulted in an increase to rental revenue of approximately $0.7 million for the six months ended June 30, 2018. |
For the Six Months Ended June 30, 2018 | ||||||||
(in thousands) | Incremental Rental Revenue | Incremental Reimbursement Revenue | ||||||
Park 429 Logistics Center | $ | 922 | $ | 30 | ||||
Pescadero Distribution Center | 1,079 | 336 | ||||||
Total | $ | 2,001 | $ | 366 | ||||
(3) | The table below sets forth the incremental impact of rental expense of the real estate properties acquired by the Company based on the historical operations of those properties for the periods prior to acquisition. The incremental rental expense adjustment is determined based on the respective property's historical operating expenses, insurance expense, and property management fees. |
For the Six Months Ended June 30, 2018 | ||||||||
(in thousands) | Incremental Rental Expense | Incremental Real Estate Taxes | ||||||
Park 429 Logistics Center | $ | 54 | $ | 43 | ||||
Pescadero Distribution Center | 70 | 268 | ||||||
Total | $ | 124 | $ | 311 | ||||
(4) | Amount represents the incremental impact of rental revenue of the properties acquired by the Company, which includes the adjustments to reflect rents at market, as determined in purchase accounting, that consists of above- and below-market lease assets and liabilities, which are amortized over the remaining lease term. |
(in thousands) | For the Six Months Ended June 30, 2018 | |||
Park 429 Logistics Center | $ | 11 | ||
Pescadero Distribution Center | (12 | ) | ||
Total | $ | (1 | ) | |
(5) | Amount represents the incremental depreciation and amortization expense of the real estate properties acquired by the Company. Pursuant to the purchase price allocations, the amounts allocated to buildings are depreciated on a straight-line basis over a period of 40 years, commencing when the building is complete and ready for its intended use, and the amounts allocated to intangible in-place lease assets are amortized on a straight-line basis over the lease term. |
(in thousands) | For the Six Months Ended June 30, 2018 | |||
Park 429 Logistics Center | $ | 539 | ||
Pescadero Distribution Center | 720 | |||
Total | $ | 1,259 | ||
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Exhibit 99.2
(6) | Amount represents the fixed component of the advisory fee that is payable monthly to BCI IV Advisors LLC, the Company's Advisor, for asset management services provided to the Company. The fixed component of the advisory fee consists of a monthly fee of one-twelfth of 0.80% of the aggregate cost of real property assets located in the U.S. within the Company’s portfolio. Amount was calculated as though the real estate properties acquired by the Company had been managed by the Company’s Advisor since January 1, 2018. |
(7) | Amount represents the incremental interest expense related to the borrowings under the Company's corporate line of credit incurred in conjunction with the respective real estate property acquisition. This is calculated based on the actual terms of the credit facility agreement as if this financing transaction was outstanding as of January 1, 2018, utilizing the interest rate of 3.69% in effect as of June 30, 2018. |
(in thousands) | For the Six Months Ended June 30, 2018 | |||
Park 429 Logistics Center | $ | 377 | ||
Pescadero Distribution Center | 408 | |||
Total | $ | 785 | ||
(8) | Amount represents the adjustment to the expense support the Company would have received from the Company's Advisor assuming the real estate properties acquired by the Company had been managed by the Company's Advisor since January 1, 2018. |
(9) | The pro forma weighted-average shares of common stock outstanding for the six months ended June 30, 2018 were calculated to reflect all shares sold through June 30, 2018 as if they had been issued on January 1, 2018. |
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