in the Notes to Consolidated Financial Statements.
Same property average occupancy represents the average month-end percentage of leased square footage for which the lease term has commenced as compared to the total leasable square footage for the same operating properties owned during the entire current period and prior year reporting period.periods (January 1, 2019 through December 31, 2020). Same property average occupancy for the year ended December 31, 2017,2020, was 96.8%97.0% compared to 96.5%97.0% for 2016.2019.
The same property average rental rate calculated in accordance with GAAP represents the average annual rental rates of leases in place for the same operating properties owned during the entire current period and prior year reporting period.periods (January 1, 2019 through December 31, 2020). The same property average rental rate was $5.79$6.09 per square foot for the year ended December 31, 2017,2020, compared to $5.57$5.95 per square foot for 2016.2019.
|
| | | | | | | | |
| Estimated Useful Life | | Years Ended December 31, |
| 2016 | | 2015 |
| | (In thousands) |
Development | Lease Life | | $ | 4,217 |
| | 3,824 |
|
New Tenants | Lease Life | | 5,273 |
| | 3,893 |
|
Renewal Tenants | Lease Life | | 4,978 |
| | 3,773 |
|
Total Capitalized Leasing Costs | | | $ | 14,468 |
| | 11,490 |
|
Amortization of Leasing Costs | | | $ | 9,932 |
| | 9,038 |
|
Real Estate Sold and Held for Sale/Discontinued Operations
The Company considers a real estate property to be held for sale when it meets the criteria established under ASC 360, Property, Plant and Equipment, including when it is probable that the property will be sold within a year. Real estate properties held for sale are reported at the lower of the carrying amount or fair value less estimated costs to sell and are not depreciated while they are held for sale.
The Company did not classify any properties as held for sale as of December 31, 20162020 and 2015.2019.
In accordance with FASB Accounting Standards Update (“ASU”) 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, the Company would report a disposal of a component of an entity or a group of components of an entity in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In addition, the Company would provide additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. EastGroup performs an analysis of properties sold to determine whether the sales qualify for discontinued operations presentation.
The Company does not consider its sales in 20152019 and 20162020 to be disposals of a component of an entity or a group of components of an entity representing a strategic shift that has (or will have) a major effect on the entity's operations and financial results.
During 2016,EastGroup sold the following operating properties during 2020: University Business Center 120 in Santa Barbara and Central Green in Houston. The properties (126,000 square feet combined) were sold for $21.0 million and the Company recognized gains on the sales of $13.1 million.
In 2019, EastGroup sold the following operating properties: Northwest Point Distribution and Service Centers, North Stemmons II and III, America Plaza, LockwoodWorld Houston 5 in Houston, Altamonte Commerce Center in Orlando, Southpointe Distribution Center West Loop Distribution Center 1 & 2, twoin Tucson and three of its four Interstate Commons DistributionUniversity Business Center buildings Castilian Research Center and Memphis I.in Santa Barbara, California. The properties which contain 1,256,000(617,000 square feet and are located in Houston, Dallas, Phoenix, Santa Barbara and Memphis,combined) were sold for $75.7$68.5 million and the Company recognized net gains on the sales of $42.2$41.1 million. The Company also sold 25 acres(through eminent domain procedures) a small parcel of land (0.2 acres) adjacent to its Siempre Viva Distribution Center 1 in Dallas, OrlandoSan Diego for $185,000 and Houston for $5.4 million and recognized net gains on sales of $733,000.
During 2015, EastGroup sold one operating property, the last of its three Ambassador Row Warehouses in Dallas containing 185,000 square feet, for $5.3 million andCompany recognized a gain on the sale of $2.9 million. The Company also sold a small parcel of land in New Orleans for $170,000 and recognized a gain of $123,000.$83,000.
The gains and losses on the sales of land are included in Other on the Consolidated Statements of Income and Comprehensive Income, and the gains and losses on the sales of operating properties are included in Gain net of loss, on sales of real estate investments. See Notes 1(f) and 2 in the Notes to Consolidated Financial Statements for more information related to discontinued operations and gains and losses on sales of real estate investments.
2019 Compared to 2018
A discussion of changes in the Company's results of operations between 2019 and 2018 has been omitted from this Form 10-K and can be found in “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” under “2019 Compared to 2018” of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.
RECENT ACCOUNTING PRONOUNCEMENTS
EastGroup has evaluated all ASUs recently released by the FASB through the date the financial statements were issued and determined that the following ASUs apply to the Company.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The FASB issued further guidance in ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, that provides clarifying guidance in certain narrow areas and adds some practical expedients. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The effective date of ASU 2014-09 was extended by one year by ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The new standard was effective for the Company on January 1, 2018, and the Company is using the modified retrospective approach upon adoption. The Company has made significant progress in evaluating the effect of ASU 2014-09 on its consolidated financial statements and related disclosures beginning with the Form 10-Q for the period ending March 31, 2018. The Company has completed its inventory of its sources of revenue and does not believe there will be a material financial statement impact or that its pattern of revenue recognition will be materially impacted by the adoption of ASU 2014-09.
In JanuaryJune 2016, the FASB issued ASU 2016-01, 2016-13, Financial Instruments - Overall (Subtopic 825-10)— Credit Losses (Topic 326): Recognition and Measurement of Credit Losses on Financial Assets Instruments, and subsequently issued ASU 2018-19, Codification Improvements to Topic 326, Financial Liabilities,whichInstruments — Credit Losses in November 2018. The ASUs amend guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost, Topic 326 eliminates the probable initial recognition threshold in current GAAP and, instead, requires public businessan entity to reflect its current estimate of all expected credit losses. For available for sale debt securities (EastGroup does not currently hold any and does not intend to hold any in the future), credit losses should be measured in a similar manner to current GAAP; however, Topic 326 requires that credit losses be presented as an allowance rather than a write-down. The ASUs affect entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation ofholding financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized costs on the balance sheet. EastGroup adopted ASU 2016-01are effective January 1, 2018. The Company does not anticipate the adoption of ASU 2016-01 will have a material impact on the Company's financial condition or results of operations.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee's right to use, or control the use of, a specified asset for the lease term. The Company is a lessee on a limited number of leases, including office and ground leases, and while the adoption of ASU 2016-02 will impact the Company's accounting for office and ground leases, the Company anticipates the impact will not be material to its overall financial condition and results of operations. Lessor accounting is largely unchanged under ASU 2016-02. The Company's primary revenue is rental income; as such, the Company is a lessor on a significant number of leases. The Company is continuing to evaluate the potential impacts of the ASU and believes it will continue to account for its leases in substantially the same manner. The most significant changes for the Company related to lessor accounting include bifurcating its revenue into lease and non-lease components and the new standard's narrow definition of initial direct costs for leases. The new definition will result in certain costs (primarily legal costs related to lease negotiations) being expensed rather than capitalized upon adoption of the new standard. Public business entities are required to apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. EastGroup plans to adopt ASU 2016-02 effective January 1, 2019. The Company is continuing the process of evaluating and quantifying the effect that ASU 2016-02 will have on its consolidated financial statements and related disclosures beginning with the Form 10-Q for the period ending March 31, 2019.
In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The ASU is intended to improve the accounting for share-based payments and affects all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment awards are simplified with the ASU, including income tax consequences, classification of awards as equity or liabilities and classification on the Consolidated Statements of Cash Flows. ASU 2016-09 is effective for public business entities for annual periods beginning after December 15, 2016, and interim periods within those fiscal years; early adoption is permitted. EastGroup
adopted ASU 2016-09 effective January 1, 2017. As a result, the Company elected to reverse compensation cost of any forfeited awards when they occur and will continue to classify the cash flows resulting from remitting cash to the tax authorities for the payment of taxes on the vesting of share-based payment awards as a financing activity on the Consolidated Statements of Cash Flows. In addition, upon vesting of share-based payments, the Company will withhold up to the maximum individual statutory tax rate and classify the entire award as equity. The adoption of ASU 2016-09 did not have a material impact on the Company's financial condition or results of operations.
In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which addresses certain cash flow issues, including how debt prepayments or debt extinguishment costs and distributions received from equity method investees are presented. ASU 2016-15 is effective for public business entities for annual periods beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, and the Company has adopted ASU 2016-15 effective January 1, 2017. The adoption of ASU 2016-15 did not have a material impact on the Company's financial condition or results of operations.
In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The ASU is intended to provide a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Under the new guidance, companies are required to utilize an initial screening test to determine whether substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set is not a business. The Company has determined that some of its real estate property acquisitions may be considered to be acquisitions of groups of similar identifiable assets; therefore, the acquisitions are not considered to be acquisitions of a business. EastGroup adopted ASU 2017-01 for transactions beginning on October 1, 2016. As a result, the Company has capitalized acquisition costs related to its 2017 and fourth quarter 2016 acquisitions as they were determined not to be acquisitions of a business.
In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Others (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill impairment by eliminating the requirement of performing a hypothetical purchase price allocation to measure goodwill impairment. The Company adopted ASU 2017-04 effective January 1, 2017, and is applying the new guidance for goodwill impairment tests with measurement dates after January 1, 2017. The adoption of ASU 2017-04 did not have a material impact on the Company's financial condition or results of operations.
In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting, which clarifies what constitutes a modification of a share-based payment award. The ASU is intended to provide clarity and reduce both diversity in practice and cost and complexity when applying the guidance in Topic 718 to a change to the terms or conditions of a share-based payment award. ASU 2017-09 is effective for public entities for annual periods beginning after December 15, 2017,2019, and interim periods within those fiscal years. The Company adopted ASU 2017-09
2016-13 and ASU 2018-19 on January 1, 2018,2020, and it does not anticipate that the adoption of ASU 2017-09 willdid not have a material impact on its financial condition, or results of operations as the Company does not expect to have any modifications to share-based payment awards. However, if the Company does have a modification to an award in the future, it will follow the guidance in ASU 2017-09.or disclosures.
In August 2017,2018, the FASB issued ASU 2017-12, Derivatives and Hedging2018-13, Fair Value Measurement (Topic 815)820): Targeted ImprovementsDisclosure Framework - Changes to Accountingthe Disclosure Requirements for Hedging Activities.Fair Value Measurement. The ASU is intended to better align a company's financial reporting for hedging activities withimprove the economic objectiveseffectiveness of those activities. The transition method is a modified retrospective approach that will require the Company to recognize the cumulative effect of initially applying thefair value measurement disclosures. ASU as an adjustment to Accumulated other comprehensive income with a corresponding adjustment to the opening balance of retained earnings as of the beginning of the fiscal year the entity adopts the ASU. The primary provision in the ASU that will require an adjustment to beginning retained earnings is the change in timing and income statement presentation for ineffectiveness related to cash flow and net investment hedges. As a result of the transition guidance in the ASU, cumulative ineffectiveness that has previously been recognized on cash flow and net investment hedges that are still outstanding and designated as of the date of adoption will be adjusted and removed from beginning retained earnings and placed in Accumulated other comprehensive income. ASU 2017-122018-13 is effective for public businessall entities for annual periods beginning after December 15, 2018,2019, and interim periods within those fiscal years. Early adoption is permitted; however, theThe Company plans to adoptadopted ASU 2017-122018-13 on January 1, 2019. While the Company continues to assess all potential impacts of ASU 2017-12, it does not expect2020, and the adoption todid not have a material impact on the Company'sits financial condition, or results of operations.operations or disclosures.
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the three months ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities was $155,014,000$196,285,000 for the year ended December 31, 2017.2020. The primary other sources of cash were from borrowings on unsecured bank credit facilities; proceeds from unsecured debt; proceeds from common stock offerings; proceeds from unsecured debt; and net proceeds from sales of real estate investments and non-operating real estate.investments. The Company distributed $86,725,000$119,765,000 in common stock dividends during 2017.2020. Other primary uses of cash were for repayments on unsecured bank credit facilities, unsecured debt and secured debt; the construction and development of properties; purchases of real estate; and capital improvements at various properties.
Total debt at December 31, 20172020 and 20162019 is detailed below. The Company’s unsecured bank credit facilities and unsecured debt instruments have certain restrictive covenants, such as maintaining debt service coverage and leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its debt covenants at December 31, 20172020 and 2016.2019.
| | | | | | | | | | | |
| December 31, |
2020 | | 2019 |
(In thousands) |
Unsecured bank credit facilities - variable rate, carrying amount | $ | 125,000 | | | 112,710 | |
Unamortized debt issuance costs | (806) | | | (1,316) | |
Unsecured bank credit facilities | 124,194 | | | 111,394 | |
| | | |
Unsecured debt - fixed rate, carrying amount (1) | 1,110,000 | | | 940,000 | |
Unamortized debt issuance costs | (2,292) | | | (1,885) | |
Unsecured debt | 1,107,708 | | | 938,115 | |
| | | |
Secured debt - fixed rate, carrying amount (1) | 79,096 | | | 133,422 | |
Unamortized debt issuance costs | (103) | | | (329) | |
Secured debt | 78,993 | | | 133,093 | |
| | | |
Total debt | $ | 1,310,895 | | | 1,182,602 | |
|
| | | | | | |
| December 31, |
2017 | | 2016 |
(In thousands) |
Unsecured bank credit facilities - variable rate, carrying amount | $ | 116,339 |
| | 112,020 |
|
Unsecured bank credit facilities - fixed rate, carrying amount (1) | 80,000 |
| | 80,000 |
|
Unamortized debt issuance costs | (630 | ) | | (1,030 | ) |
Unsecured bank credit facilities | 195,709 |
| | 190,990 |
|
| | | |
Unsecured debt - fixed rate, carrying amount (1) | 715,000 |
| | 655,000 |
|
Unamortized debt issuance costs | (1,939 | ) | | (2,162 | ) |
Unsecured debt | 713,061 |
| | 652,838 |
|
| | | |
Secured debt - fixed rate, carrying amount (1) | 200,354 |
| | 258,594 |
|
Unamortized debt issuance costs | (842 | ) | | (1,089 | ) |
Secured debt | 199,512 |
| | 257,505 |
|
| | | |
Total debt | $ | 1,108,282 |
| | 1,101,333 |
|
| |
(1) | These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps. |
(1)These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps.
EastGroup
The Company has a $300$350 million unsecured revolvingbank credit facility with a group of nine banks that matures inbanks; the facility has a maturity date of July 2019.30, 2022. The credit facility contains options for a one-year extensiontwo six-month extensions (at the Company's election) and a $150 million expansionaccordion (with agreement by all parties). The interest rate on each tranche is usually reset on a monthly basis and as of
December 31, 2017,2020, was LIBOR plus 100 basis points with an annual facility fee of 20 basis points. The margin and facility fee are subject to changes in the Company's credit ratings. The Company has designated an interest rate swap to an $80 million unsecured bank credit facility draw that effectively fixes the interest rate on the $80 million draw to 2.020% through the interest rate swap's maturity date of August 15, 2018. As of December 31, 2017, EastGroup2020, the Company had an additional $110,000,000$125,000,000 of variable rate borrowings outstanding on this unsecured bank credit facility with a weighted average interest rate of 2.528%1.152%. The Company has a standby letter of credit of $674,000 pledged on this facility.
The Company also has a $35$45 million unsecured revolvingbank credit facility that matures inwith a maturity date of July 2019. This credit facility automatically extends for one year30, 2022, or such later date as designated by the bank; the Company also has two six-month extensions available if the extension optionoptions in the $300$350 million revolving credit facility isare exercised. The interest rate is reset on a daily basis and as of December 31, 2017,2020, was LIBOR plus 100 basis points with an annual facility fee of 20 basis points. The margin and facility fee are subject to changes in the Company's credit ratings. AtAs of December 31, 2017,2020, the interest rate was 2.564% on a balance of $6,339,000.1.144% with no outstanding balance.
As market conditions permit, EastGroup issues equity and/or employs fixed-ratefixed rate debt, including variable-ratevariable rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps, to replace the short-term bank borrowings. The Company believes its current operating cash flow and unsecured bank credit facilities provide the capacity to fund the operations of the Company. The Company also believes it can obtain debt financing and issue common and/or preferred equity. For future debt issuances, the Company intends to issue primarily unsecured fixed-ratefixed rate debt, including variable-ratevariable rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps. The Company may also access the public debt market in the future as a means to raise capital.
In August 2017, EastGroup repaid (with no penalty)March 2020, the Company closed a mortgage$100 million senior unsecured term loan with a balanceseven-year term and interest only payments. It bears interest at the annual rate of $45.1 million,LIBOR plus an applicable margin (1.45% as of December 31, 2020) based on the Company’s senior unsecured long-term debt rating. The Company also entered into an interest rate swap agreement to convert the loan’s LIBOR rate component to a fixed interest rate for the entire term of 5.57% and an original maturity datethe loan providing a total effective fixed interest rate of September 5, 2017. The loan was collateralized by 1.4 million square feet of operating properties.2.39%.
In December 2017,July 2020, the Company closed $60and a group of lenders agreed to terms on the private placement of $175 million of senior unsecured private placement notes with an insurance company.a weighted average fixed interest rate of 2.65%. The notes have$100 million note has a seven-year10-year term and a fixed interest rate of 3.46% with semi-annual2.61%, and the $75 million note has a 12-year term and a fixed interest rate of 2.71%. These maturity dates complement the Company's existing debt maturity schedule. The notes dated August 17, 2020, were issued and sold on October 14, 2020 and require interest-only payments. The notes will not be and have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
Also in December,In August 2020, the Company refinancedmade a required $30 million principal repayment on $100 million of senior unsecured notes with a fixed interest rate of 3.80%.
In October 2020, EastGroup repaid (with no penalty) a mortgage loan with a balance of $45.9 million, an interest rate of 4.39% and an original maturity date of January 5, 2021.
In December 2020, the Company repaid a $75 million unsecured term loan resulting in a 30 basis point reduction in the loan's interest rate. The loan, which has aat maturity date of December 20, 2020, now haswith an effectively fixed interest rate of 3.452%3.45%.
In July 2017, the Financial Conduct Authority (“FCA”) that regulates LIBOR announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. As a result, the Federal Reserve Board and the Federal Reserve Bank of New York organized the Alternative Reference Rates Committee (“ARRC”) which identified the Secured Overnight Financing Rate (“SOFR”) as its preferred alternative to USD-LIBOR in derivatives and other financial contracts that are currently indexed to USD-LIBOR. ARRC has proposed a paced market transition plan to SOFR from USD-LIBOR and organizations are currently working on industry wide and company specific transition plans as it relates to derivatives and cash markets exposed to USD-LIBOR. In November 2020, the Intercontinental Exchange (“ICE”) Benchmark Administration Limited (“IBA”), the administrator of LIBOR, announced that it would consult on its intention to cease the publication of the one-week and two-month USD LIBOR settings immediately following December 31, 2021, and the remaining USD LIBOR settings immediately following the LIBOR publication on June 30, 2023.
The refinancingCompany is not able to predict when LIBOR will providecease to be available or when there will be sufficient liquidity in the SOFR markets. Any changes adopted by the FCA or other governing bodies in the method used for determining LIBOR may result in a net annual savingssudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change. In addition, uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form.
The Company’s unsecured bank credit facilities, senior unsecured term loans and interest rate swap contracts are indexed to LIBOR. The Company is continuously monitoring and evaluating the related risks, which include interest on loans and amounts received and paid on derivative instruments. These risks arise in connection with transitioning contracts to a new alternative rate, including any resulting value transfer that may occur. The value of loans or derivative instruments tied to LIBOR could also be impacted if LIBOR is limited or discontinued as interest rates may be adversely affected. While we expect LIBOR to be available in substantially its current form until the end of 2021, it is possible that LIBOR will become unavailable prior to that point. This could result, for example, if sufficient banks decline to make submissions to the CompanyLIBOR administrator. In that case, the risks associated with the transition to an alternative reference rate will be accelerated and magnified.
Each of approximately $170,000.
In connection with EastGroup's continuous equity program,the Company’s contracts, which are indexed to LIBOR, include provisions for a replacement rate which will be substantially equivalent to the all-in LIBOR-based interest rate in effect prior to its replacement. Therefore, the Company hasbelieves the transition will not have a material impact on our consolidated financial statements.
On December 20, 2019, EastGroup entered into sales agency financing agreements with various sales agents undereach of BNY Mellon Capital Markets, LLC; BofA Securities, Inc.; BTIG, LLC; Jefferies LLC; Raymond James & Associates, Inc.; Regions Securities LLC; and Wells Fargo Securities, LLC in connection with the establishment of a continuous common equity offering program pursuant to which the Company may issue and sell up to 10,000,000 shares of its common stock with an aggregate gross sales price of up to $750,000,000 from time to time in transactions that are deemed to be "at the market" offerings as defined in Rule 415 of the Securities Act of 1933. The1933, as amended, or certain other transactions (the “ATM Program”). As of February 17, 2021, the Company previously sold an aggregate of 3,598,660709,924 shares of common stock with gross proceeds of $93,938,000 under the sales agency financing agreements and, as of February 14, 2018,ATM Program; therefore, under the ATM Program, EastGroup may offer and sell an additional 6,401,340 shares of its common stock having an aggregate offering price of up to $656,062,000 through the sales agents.
During 2017, the Companyyear ended December 31, 2020, EastGroup issued and sold 1,370,457709,924 shares of common stock under its continuous equity programATM Program at an average price of $80.71$132.32 per share with gross proceeds to the Company of $110,606,000.$93,938,000. The Company incurred offering-related costs of $1,399,000$1,275,000 during the year, resulting in net proceeds to the Company of $109,207,000.$92,663,000.
Contractual Obligations
EastGroup’s fixed, non-cancelable obligations as of December 31, 20172020 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Payments Due by Period |
Total | | Less Than 1 Year | | 1-3 Years | | 3-5 Years | | More Than 5 Years |
(In thousands) |
Unsecured Bank Credit Facilities (1) (2) | $ | 125,000 | | | — | | | 125,000 | | | — | | | — | |
Interest on Unsecured Bank Credit Facilities (3) | 3,577 | | | 2,230 | | | 1,347 | | | — | | | — | |
Unsecured Debt (1) | 1,110,000 | | | 40,000 | | | 190,000 | | | 215,000 | | | 665,000 | |
Interest on Unsecured Debt | 215,969 | | | 35,024 | | | 63,001 | | | 52,292 | | | 65,652 | |
Secured Debt (1) | 79,096 | | | 44,285 | | | 32,889 | | | 250 | | | 1,672 | |
Interest on Secured Debt | 2,921 | | | 2,451 | | | 269 | | | 139 | | | 62 | |
Dividends Payable (4) | 31,244 | | | 31,244 | | | — | | | — | | | — | |
Operating Lease Obligations: | | | | | | | | | |
Office Leases | 1,720 | | | 473 | | | 757 | | | 442 | | | 48 | |
Ground Leases | 21,489 | | | 975 | | | 1,955 | | | 2,007 | | | 16,552 | |
Real Estate Property Obligations (5) | 5,992 | | | 5,992 | | | — | | | — | | | — | |
Development and Value-Add Obligations (6) | 33,026 | | | 33,026 | | | — | | | — | | | — | |
Tenant Improvements (7) | 12,962 | | | 12,962 | | | — | | | — | | | — | |
Purchase Obligations | 33,550 | | | 33,550 | | | — | | | — | | | — | |
Total | $ | 1,676,546 | | | 242,212 | | | 415,218 | | | 270,130 | | | 748,986 | |
|
| | | | | | | | | | | | | | | |
| Payments Due by Period |
Total | | Less Than 1 Year | | 1-3 Years | | 3-5 Years | | More Than 5 Years |
(In thousands) |
Unsecured Bank Credit Facilities (1) (2) | $ | 196,339 |
| | — |
| | 196,339 |
| | — |
| | — |
|
Interest on Unsecured Bank Credit Facilities (3) | 8,905 |
| | 5,382 |
| | 3,523 |
| | — |
| | — |
|
Unsecured Debt (1) | 715,000 |
| | 50,000 |
| | 180,000 |
| | 115,000 |
| | 370,000 |
|
Interest on Unsecured Debt | 120,729 |
| | 24,139 |
| | 40,986 |
| | 29,517 |
| | 26,087 |
|
Secured Debt (1) | 200,354 |
| | 11,314 |
| | 64,665 |
| | 122,332 |
| | 2,043 |
|
Interest on Secured Debt | 26,467 |
| | 10,116 |
| | 13,264 |
| | 2,809 |
| | 278 |
|
Operating Lease Obligations: |
|
| | |
| | |
| | |
| | |
|
Office Leases | 1,864 |
| | 349 |
| | 706 |
| | 809 |
| | — |
|
Ground Leases | 13,534 |
| | 761 |
| | 1,522 |
| | 1,522 |
| | 9,729 |
|
Real Estate Property Obligations (4) | 2,402 |
| | 2,402 |
| | — |
| | — |
| | — |
|
Development Obligations (5) | 29,024 |
| | 29,024 |
| | — |
| | — |
| | — |
|
Tenant Improvements (6) | 13,231 |
| | 13,231 |
| | — |
| | — |
| | — |
|
Purchase Obligations | 3,368 |
| | 3,206 |
| | 162 |
| | — |
| | — |
|
Total | $ | 1,331,217 |
| | 149,924 |
| | 501,167 |
| | 271,989 |
| | 408,137 |
|
| |
(1) | These amounts are included on the Consolidated Balance Sheets net of unamortized debt issuance costs. |
| |
(2) | The Company’s balances under its unsecured bank credit facilities change depending on the Company’s cash needs and, as such, both the principal amounts and the interest rates are subject to variability. At December 31, 2017, the weighted average interest rate was 2.530% on the $116,339,000 of variable-rate debt that matures in July 2019. Unsecured bank credit facilities also included $80,000,000 of debt with an effectively fixed interest rate of 2.020% due to an interest rate swap that matures on August 15, 2018. The $300 million unsecured credit facility has options for a one-year extension (at the Company's election) and a $150 million expansion (with agreement by all parties). The $35 million unsecured credit facility automatically extends for one year if the extension option in the $300 million revolving facility is exercised. As of December 31, 2017, the interest rate on the $300 million facility was LIBOR plus 100 basis points (weighted average interest rate of 2.528%) with an annual facility fee of 20 basis points, and the interest rate on the $35 million facility, which resets on a daily basis, was LIBOR plus 100 basis points (2.564%) with an annual facility fee of 20 basis points. The margin and facility fee are subject to changes in the Company's credit ratings. |
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(3) | Represents an estimate of interest due on the Company's unsecured bank credit facilities based on the outstanding unsecured credit facilities as of December 31, 2017 and interest rates and maturity dates on the facilities as of December 31, 2017 as discussed in note 2 above. |
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(4) | Represents commitments on real estate properties, except for tenant improvement obligations. |
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(5) | Represents commitments on properties under development, except for tenant improvement obligations. |
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(6) | Represents tenant improvement allowance obligations. |
(1)These amounts are included on the Consolidated Balance Sheets net of unamortized debt issuance costs.
(2)The Company’s balances under its unsecured bank credit facilities change depending on the Company’s cash needs and, as such, both the principal amounts and the interest rates are subject to variability. At December 31, 2020, the weighted average interest rate was 1.152% on the $125,000,000 of variable rate debt that matures in July 2022. The $350 million unsecured credit facility has options for two six-month extensions (at the Company's election) and a $150 million accordion (with agreement by all parties). The $45 million unsecured credit facility automatically extends for two six-month terms if the extension options in the $350 million revolving facility are exercised. As of December 31, 2020, the interest rate on the $350 million facility was LIBOR plus 100 basis points (weighted average interest rate of 1.152%) with an annual facility fee of 20 basis points, and the interest rate on the $45 million facility, which resets on a daily basis, was LIBOR plus 100 basis points (1.144%) with an annual facility fee of 20 basis points. The margin and facility fee are subject to changes in the Company's credit ratings.
(3)Represents an estimate of interest due on the Company's unsecured bank credit facilities based on the outstanding unsecured credit facilities as of December 31, 2020 and interest rates and maturity dates on the facilities as of December 31, 2020 as discussed in note 2 above.
(4)Represents dividends declared during December 2020, which were paid in January 2021. Dividends Payable excludes dividends payable on unvested restricted stock of $1,433,000, which are subject to continued service and will be paid upon vesting in future periods.
(5)Represents commitments on real estate properties, except for tenant improvement obligations.
(6)Represents commitments on properties in the Company's development and value-add program, except for tenant improvement obligations.
(7)Represents tenant improvement allowance obligations.
The Company anticipates that its current cash balance, operating cash flows, borrowings under its unsecured bank credit facilities, proceeds from new debt and/or proceeds from the issuance of equity instruments will be adequate for (i) operating and administrative expenses, (ii) normal repair and maintenance expenses at its properties, (iii) debt service obligations, (iv) maintaining compliance with its debt covenants, (v) distributions to stockholders, (vi) capital improvements, (vii) purchases of properties, (viii) development, and (ix) any other normal business activities of the Company, both in the short-term and long-term.long-term, including after taking into account the effects of the COVID-19 pandemic.
Off-Balance Sheet Arrangements The Company has no material off-balance sheet arrangements that have had or are reasonably likely to have a material current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
INFLATION AND OTHER ECONOMIC CONSIDERATIONS
Most of the Company's leases include scheduled rent increases. Additionally, most of the Company's leases require the tenants to pay their pro rata share of operating expenses, including real estate taxes, insurance and common area maintenance, thereby reducing the Company's exposure to increases in operating expenses resulting from inflation.inflation or other factors. In the event
inflation causes increases in the Company’s general and administrative expenses or the level of interest rates, such increased costs would not be passed through to tenants and could adversely affect the Company’s results of operations.
EastGroup's financial results are affected by general economic conditions in the markets in which the Company's properties are located. The state of the economy, or other adverse changes in general or local economic conditions resulting from the ongoing COVID-19 pandemic or general economic conditions, could result in the inability of some of the Company's existing tenants to make lease payments and may therefore increase bad debt expense.the reserves for uncollectible rent. It may also impact the Company’s ability to (i) renew leases or re-lease space as leases expire, or (ii) lease development space. In addition, an economic downturn or recession, including but not limited to the ongoing COVID-19 pandemic, could also lead to an increase in overall vacancy rates or a decline in rents the Company can charge to re-lease properties upon expiration of current leases. In all of these cases, EastGroup’s cash flows would be adversely affected.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
The Company is exposed to interest rate changes primarily as a result of its unsecured bank credit facilities and long-term debt maturities. This debt is used to maintain liquidity and fund capital expenditures and expansion of the Company’s real estate investment portfolio and operations. The Company’s objective for interest rate risk management is to limit the impact of interest rate changes on earnings and cash flows and to lower its overall borrowing costs. The Company has two variable rate unsecured bank credit facilities as discussed under the heading Liquidity and Capital Resources.in Part II, Item 7 of this Annual Report on Form 10-K. As market conditions permit, EastGroup issues equity and/or employs fixed-ratefixed rate debt, including variable-ratevariable rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps, to replace the short-term bank borrowings. The Company's interest rate swaps are discussed in Note 13 in the Notes to Consolidated Financial Statements. The table below presents the principal payments due and weighted average interest rates, which include the impact of interest rate swaps, for both the fixed-ratefixed rate and variable-ratevariable rate debt as of December 31, 2017.2020.
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| 2021 | | 2022 | | 2023 | | 2024 | | 2025 | | Thereafter | | Total | | Fair Value |
Unsecured bank credit facilities - variable rate (in thousands) | $ | — | | | 125,000 | | (1) | — | | | — | | | — | | | — | | | 125,000 | | | 124,820 (2) |
Weighted average interest rate | — | | | 1.15% | (3) | — | | | — | | | — | | | — | | | 1.15% | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
Unsecured debt - fixed rate (in thousands) | $ | 40,000 | | | 75,000 | | | 115,000 | | | 120,000 | | | 95,000 | | | 665,000 | | | 1,110,000 | | | 1,141,803 (4) |
Weighted average interest rate | 2.34% | | 3.03% | | 2.96% | | 3.47% | | 3.94% | | 3.14% | | 3.19% | | |
Secured debt - fixed rate (in thousands) | $ | 44,285 | | | 32,770 | | | 119 | | | 122 | | | 128 | | | 1,672 | | | 79,096 | | | 80,435 (4) |
Weighted average interest rate | 4.71% | | 4.09% | | 3.85% | | 3.85% | | 3.85% | | 3.85% | | 4.43% | | |
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| | | | | | | | | | | | | | | | | | | | | | | |
| 2018 | | 2019 | | 2020 | | 2021 | | 2022 | | Thereafter | | Total | | Fair Value |
Unsecured bank credit facilities - variable rate (in thousands) | $ | — |
| | 116,339 |
| (1) | — |
| | — |
| | — |
| | — |
| | 116,339 |
| | 116,277 (2) |
Weighted average interest rate | — |
| | 2.53 | % | (3) | — |
| | — |
| | — |
| | — |
| | 2.53 | % | | |
Unsecured bank credit facilities - fixed rate (in thousands) | $ | — |
| | 80,000 |
| | — |
| | — |
| | — |
| | — |
| | 80,000 |
| | 80,003 (4) |
Weighted average interest rate | — |
| | 2.02 | % | | — |
| | — |
| | — |
| | — |
| | 2.02 | % | | |
Unsecured debt - fixed rate (in thousands) | $ | 50,000 |
| | 75,000 |
| | 105,000 |
| | 40,000 |
| | 75,000 |
| | 370,000 |
| | 715,000 |
| | 703,871 (4) |
Weighted average interest rate | 3.91 | % | | 2.85 | % | | 3.55 | % | | 2.34 | % | | 3.03 | % | | 3.56 | % | | 3.38 | % | | |
Secured debt - fixed rate (in thousands) | $ | 11,314 |
| | 55,569 |
| | 9,096 |
| | 89,563 |
| | 32,769 |
| | 2,043 |
| | 200,354 |
| | 206,408 (4) |
Weighted average interest rate | 5.21 | % | | 7.01 | % | | 4.43 | % | | 4.55 | % | | 4.09 | % | | 3.85 | % | | 5.18 | % | | |
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(1) | The variable-rate unsecured bank credit facilities mature in July 2019 and as of December 31, 2017, have balances of $110,000,000 (excluding the $80,000,000 draw with an effectively fixed rate due to an interest rate swap, as shown in the table above) on the $300 million unsecured bank credit facility and $6,339,000 on the $35 million unsecured bank credit facility. |
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(2) | The fair value of the Company’s variable-rate debt is estimated by discounting expected cash flows at current market rates, excluding the effects of debt issuance costs. |
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(3) | Represents the weighted average interest rate for the Company's variable rate unsecured bank credit facilities as of December 31, 2017. |
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(4) | The fair value of the Company’s fixed-rate debt, including variable-rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps, is estimated by discounting expected cash flows at the rates currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers, excluding the effects of debt issuance costs. |
(1)The variable rate unsecured bank credit facilities mature in July 2022 and as of December 31, 2020, have balances of $125,000,000 on the $350 million unsecured bank credit facility and $0 on the $45 million unsecured bank credit facility.
(2)The fair value of the Company’s variable rate debt is estimated by discounting expected cash flows at current market rates, excluding the effects of debt issuance costs.
(3)Represents the weighted average interest rate for the Company's variable rate unsecured bank credit facilities as of December 31, 2020.
(4)The fair value of the Company’s fixed rate debt, including variable rate debt that has been swapped to an effectively fixed rate through the use of interest rate swaps, is estimated by discounting expected cash flows at the rates currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers, excluding the effects of debt issuance costs.
As the table above incorporates only those exposures that existed as of December 31, 2017,2020, it does not consider those exposures or positions that could arise after that date. If the weighted average interest rate on the variable-ratevariable rate unsecured bank credit facilities, as shown above, changes by 10%, or approximately 2512 basis points, interest expense and cash flows would increase or decrease by approximately $294,000$144,000 annually. This does not include variable-ratevariable rate debt that has been effectively fixed through the use of interest rate swaps.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The Registrant's Consolidated Balance Sheets as of December 31, 2017 and 2016, and its Consolidated Statements of Income and Comprehensive Income, Changes in Equity and Cash Flows and Notesinformation required by this Item 8 is hereby incorporated by reference to the Company’s Consolidated Financial Statements for the years ended December 31, 2017, 2016 and 2015 and the Report of Independent Registered Public Accounting Firm thereon are included under Item 15beginning on page 42 of this report and are incorporated herein by reference. Unaudited quarterly results of operations included in the Notes to Consolidated Financial Statements are also incorporated herein by reference.Annual Report on Form 10-K.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
ITEM 9A. CONTROLS AND PROCEDURES.
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(i) | Disclosure Controls and Procedures. |
(i)Disclosure Controls and Procedures.
The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2017,2020, the Company’s disclosure controls and procedures were effective in timely alerting them to material information relating to the Company (including its consolidated subsidiaries) required to be included in the Company’s periodic SEC filings.
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(ii) | Internal Control Over Financial Reporting. |
(ii)Internal Control Over Financial Reporting.
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(a) | Management's annual report on internal control over financial reporting. |
(a) Management's annual report on internal control over financial reporting.
Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). EastGroup’s Management Report on Internal Control Over Financial Reporting is set forth in Part IV, Item 15 of this Form 10-K on page 4347 and is incorporated herein by reference.
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(b) | Report of the independent registered public accounting firm. |
(b)Report of the independent registered public accounting firm.
The report of KPMG LLP, the Company's independent registered public accounting firm, on the Company's internal control over financial reporting is set forth in Part IV, Item 15 of this Form 10-K on page 4448 and is incorporated herein by reference.
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(c) | Changes in internal control over financial reporting. |
(c)Changes in internal control over financial reporting.
There was no change in the Company's internal control over financial reporting during the Company's fourth fiscal quarter ended December 31, 20172020 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.
ITEM 9B. OTHER INFORMATION.
Not applicable.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
The following table sets forth information regarding the Company’s executive officers and directors.
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Name | Position |
D. Pike Aloian | Director since 1999; Partner in Almanac Realty Investors, LLC (real estate advisory and investment management services) |
H.C. Bailey, Jr. | Director since 1980; Chairman and President of H.C. Bailey Company (real estate development and investment) |
H. Eric Bolton, Jr. | Director since 2013; Chairman and Chief Executive Officer of Mid-America Apartment Communities, Inc. |
Donald F. Colleran | Director since 2017; Executive Vice President, Chief Sales Officer of FedEx Corporation |
Hayden C. Eaves III | Director since 2002; President of Hayden Holdings, Inc. (real estate investment) |
Fredric H. Gould | Director since 1998; Chairman of the General Partner of Gould Investors L.P., Member of the Board of Directors of BRT Realty Trust and Vice-Chairman of One Liberty Properties, Inc. |
Mary E. McCormick | Director since 2005; Director of Xenia Hotels and Resorts (lodging real estate investment trust (REIT)); Senior Lecturer at The Ohio State University, Fisher College of Business |
Leland R. Speed | Director since 1978; Chairman Emeritus of the Board of the Company since 2016; Chairman of the Board of the Company from 1983 to 2015 |
David H. Hoster II | Director since 1993; Chairman of the Board of the Company since 2016; President of the Company from 1993 to 2015; Chief Executive Officer of the Company from 1997 to 2015 |
Marshall A. Loeb | Director, President and Chief Executive Officer of the Company |
Brent W. Wood | Executive Vice President, Chief Financial Officer and Treasurer of the Company |
John F. Coleman | Executive Vice President of the Company |
Ryan M. Collins | Senior Vice President of the Company |
Bruce Corkern | Senior Vice President, Chief Accounting Officer and Secretary of the Company |
R. Reid Dunbar | Senior Vice President of the Company |
All other information required by Item 10 of Part III regardingwill be included in the Company’s executive officersdefinitive proxy statement to be filed with the SEC relating to the Company’s 2021 Annual Meeting of Stockholders and directors is incorporated herein by reference from the sections entitled "Corporate Governance and Board Matters" and “Executive Officers” in the Company's definitive Proxy Statement ("2018 Proxy Statement") to be filed pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, for EastGroup's Annual Meeting of Stockholders to be held on May 24, 2018. The 2018 Proxy Statement will be filed within 120 days after the end of the Company's fiscal year ended December 31, 2017.reference.
The information regarding compliance with Section 16(a) of the Exchange Act is incorporated herein by reference from the subsection entitled "Section 16(a) Beneficial Ownership Reporting Compliance" in the Company's 2018 Proxy Statement.
Information regarding EastGroup's code of business conduct and ethics found in the subsection captioned "Available Information" in Item 1 of Part I hereof is also incorporated herein by reference into this Item 10.
The information regarding the Company's audit committee, its members and the audit committee financial experts is incorporated herein by reference from the subsection entitled "Committees and Meeting Data” in the Company's 2018 Proxy Statement.
ITEM 11. EXECUTIVE COMPENSATION.
The information required by Item 11 will be included under the following captions in the Company's 2018 Proxy StatementCompany’s definitive proxy statement to be filed with the SEC relating to the Company’s 2021 Annual Meeting of Stockholders and is incorporated herein by reference: "Compensation Discussion and Analysis," "Summary Compensation Table," "Grants of Plan-Based Awards in 2017," "Outstanding Equity Awards at 2017 Fiscal Year-End," "Option Exercises and Stock Vested in 2017," "Potential Payments upon Termination or Change in Control," "Compensation of Directors" and "Compensation Committee Interlocks." The information included under the heading "Report of the Compensation Committee" in the Company's 2018 Proxy Statement is incorporated herein by reference; however, this information shall not be deemed to be "soliciting material" or to be "filed" with the SEC or subject to Regulation 14A or 14C, or to the liabilities of Section 18 of the Exchange Act.reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
Information regarding security ownershipThe information required by Item 12 will be included in the Company’s definitive proxy statement to be filed with the SEC relating to the Company’s 2021 Annual Meeting of certain beneficial ownersStockholders and management is incorporated herein by reference from the subsections entitled “Security Ownership of Certain Beneficial Owners” and “Security Ownership of Management and Directors” in the Company’s 2018 Proxy Statement.reference.
The following table summarizes the Company’s equity compensation plan information as of December 31, 2017.
|
| | | | | | | | | |
Equity Compensation Plan Information |
Plan category | | (a)
Number of securities to be issued upon exercise of outstanding options, warrants and rights
| | (b)
Weighted-average exercise price of outstanding options,
warrants and rights
| | (c)
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
|
Equity compensation plans approved by security holders | | — |
| | — |
| | 1,671,981 |
|
Equity compensation plans not approved by security holders | | — |
| | — |
| | — |
|
Total | | — |
| | — |
| | 1,671,981 |
|
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
The information regarding transactionsrequired by Item 13 will be included in the Company’s definitive proxy statement to be filed with related partiesthe SEC relating to the Company’s 2021 Annual Meeting of Stockholders and director independence is incorporated herein by reference from the subsection entitled "Independent Directors" and the section entitled “Certain Transactions and Relationships” in the Company's 2018 Proxy Statement.reference.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
The information regarding principal auditor feesrequired by Item 14 will be included in the Company’s definitive proxy statement to be filed with the SEC relating to the Company’s 2021 Annual Meeting of Stockholders and services is incorporated herein by reference from the section entitled "Auditor Fees and Services" in the Company's 2018 Proxy Statement.
reference.
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
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(a) | | |
Financial Statements | Page |
The following documents are filed as part of this Annual Report on Form 10-K: |
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(1) | Consolidated Financial Statements: | |
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(2) | Consolidated Financial Statement Schedules:Schedules | Page |
The following documents are filed as part of this Annual Report on Form 10-K: | |
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| All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange CommissionSEC are not required under the related instructions or are inapplicable, and therefore have been omitted, or the required information is included in the Notes to Consolidated Financial Statements. |
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(3)Exhibits | Exhibits: | |
| The following exhibits are filed withincluded in this Annual Report on Form 10-K or incorporated by reference tofor the listed document previously filed with the SEC: | fiscal year ended December 31, 2020: |
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Exhibit Number | Description |
(3) | Articles of Incorporation and Bylaws |
(a) | Articles of Incorporation (incorporatedEastGroup Properties, Inc. (incorporated by reference to Appendix B to the Company'sCompany’s Definitive Proxy Statement for its Annual Meeting of Stockholders held on June 5, 1997)Form DEF 14A (File No. 001-07094) filed April 4, 1997). |
(b) | Amended and Restated Bylaws of EastGroup Properties, Inc. (incorporated(incorporated by reference to Exhibit 3.1 to the Company'sCompany’s Current Report on Form 8-K (File No. 001-07094) filed March 3, 2017)2017). |
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(10) | Material Contracts (*Indicates management or compensatory agreement): |
(a) | FormDescription of Severance and Change in Control Agreement that the Company has entered into with Marshall A. Loeb, Brent W. Wood and John F. Coleman (incorporatedSecurities (incorporated by reference to Exhibit 10(a)4.1 to the Company'sCompany’s Annual Report on Form 8-K10-K (File No. 001-07094) filed May 18, 2016)February 13, 2020).* |
(b) | Form of Severance and Change in Control Agreement that the Company has entered into with Ryan M. Collins, C. Bruce Corkern and R. Reid Dunbar (incorporated by reference to Exhibit 10(b) to the Company's Form 8-K filed May 18, 2016).* |
(c) | Third Amended and Restated Credit Agreement Dated January 2, 2013 among EastGroup Properties, L.P.; EastGroup Properties, Inc.; PNC Bank, National Association, as Administrative Agent; Regions Bank and SunTrust Bank as Co-Syndication Agents; U.S. Bank National Association and Wells Fargo Bank, National Association as Co-Documentation Agents; PNC Capital Markets LLC, as Sole Lead Arranger and Sole Bookrunner; and the Lenders thereunder (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed January 8, 2013). |
(d) | First Amendment to Third Amended and Restated Credit Agreement, dated as of August 9, 2013, among EastGroup Properties, L.P., EastGroup Properties, Inc. and PNC Bank, National Association, as administrative agent, and each of the financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed August 30, 2013). |
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(e) | Second Amendment to Third Amended and Restated Credit Agreement dated as of July 30, 2015 by and among EastGroup Properties, L.P.; EastGroup Properties, Inc.; PNC Bank, National Association, as Administrative Agent; and each of the financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed August 4, 2015). |
(f) | EastGroup Properties, Inc. 2013 Equity Incentive Plan, as amended and restated as of March 3, 2017 (incorporated(incorporated by reference to Exhibit 10.1 to the Company's Form 8-K (File No. 001-07094) filed March 3, 2017)2017).* |
| Form of Severance and Change in Control Agreement entered into by and between the Company and each of Marshall A. Loeb, Brent W. Wood and John F. Coleman (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-07094) filed May 18, 2016). |
| Form of Severance and Change in Control Agreement by and between the Company and each of Ryan M. Collins and R. Reid Dunbar (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 001-07094) filed May 18, 2016). |
| EastGroup Properties, Inc. Director Compensation Program (filed herewith)Including the Independent Director Compensation Policy pursuant to the 2013 Equity Incentive Plan (incorporated by reference to Exhibit 10(g) to the Company’s Annual Report on Form 10-K (File No. 001-07094) filed February 14, 2018).* |
(h) | Note Purchase Agreement, dated as of August 28, 2013, by and among EastGroup Properties, L.P., the Company and each of the Purchasers of the Notes party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-07094) filed August 30, 2013). |
| Fourth Amended and Restated Credit Agreement, dated as of June 14, 2018, by and among EastGroup Properties, Inc.L.P.; the Company; PNC Bank, National Association, as Administrative Agent; Regions Bank as Syndication Agent; U.S. Bank National Association, Wells Fargo Bank, National Association and Bank of America, N.A., as Co-Documentation Agents; PNC Capital Markets LLC and Regions Capital Markets, as Joint Lead Arrangers and Joint Bookrunners; and the Lenders thereunder (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-07094) filed June 14, 2018). |
| Note Purchase Agreement, dated as of August 17, 2020, among EastGroup Properties, L.P., the Company and the purchasers of the notes party thereto (including the form of the 3.80%2.61% Series A Senior Notes due October 14, 2030 and the 2.71% Series B Senior Notes due October 14, 2032) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-07094) filed August 28, 2025) (incorporated21, 2020). |
| Form of Indemnification Agreement entered into by and between the Company and each of its directors and executive officers (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 8-K10-Q (File No. 001-07094) filed August 30, 2013)October 28, 2020). |
(i) | AmendedForm of First Amendment to the Severance and Restated Sales Agency FinancingChange in Control Agreement, dated March 6, 2017entered into by and between EastGroup Properties, Inc.the Company and BNY Mellon Capital Markets, LLCeach of R. Reid Dunbar and Ryan M. Collins (incorporated by reference to Exhibit 1.110.2 to the Company's Quarterly Report on Form 8-K10-Q (File No. 001-07094) filed March 10, 2017)October 28, 2020). |
(j) | AmendedForm of Severance and Restated Sales Agency FinancingChange in Control Agreement, dated March 6, 2017entered into by and between EastGroup Properties, Inc.the Company and Merrill Lynch, Pierce, Fenner & Smith IncorporatedStaci H. Tyler (incorporated by reference to Exhibit 1.210.3 to the Company's Quarterly Report on Form 8-K10-Q (File No. 001-07094) filed March 10, 2017)October 28, 2020). |
(k) | Amended and Restated Sales Agency Financing Agreement dated March 6, 2017 between EastGroup Properties, Inc. and Raymond James & Associates, Inc. (incorporated by reference to Exhibit 1.3 to the Company's Form 8-K filed March 10, 2017). |
(l) | Sales Agency Financing Agreement dated March 6, 2017 between EastGroup Properties, Inc. and Jefferies LLC (incorporated by reference to Exhibit 1.4 to the Company's Form 8-K filed March 10, 2017). |
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| StatementSubsidiaries of computation of ratio of earnings to combined fixed charges and preferred stock distributions (filed herewith)the Company (filed herewith). |
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| Subsidiaries of EastGroup Properties, Inc. (filed herewith). |
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| Consent of KPMG LLP (filed herewith)(filed herewith). |
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| Powers of attorney (filed herewith)(included on signature page hereto). |
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(31) | Rule 13a-14(a)/15d-14(a) Certifications (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) |
| of Marshall A. Loeb, Chief Executive Officer (filed herewith). |
| Rule 13a-14(a)/15d-14(a) Certifications (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) of Brent W. Wood, Chief Financial Officer (filed herewith). |
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(32) | Section 1350 Certifications (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) |
| of Marshall A. Loeb, Chief Executive Officer (furnished herewith). |
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Exhibit Number | Description |
| Section 1350 Certifications (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) of Brent W. Wood, Chief Financial Officer (furnished herewith). |
101.SCH | Inline XBRL Taxonomy Extension Schema Document (filed herewith) |
(99)101.CAL | Material United States Federal Income Tax Considerations (incorporated by reference to Exhibit 99.1 to the Company's Form 8-K Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed February 14, 2018).herewith) |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document (filed herewith) |
(101)101.LAB | The following materials from EastGroup Properties, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2017, formattedInline XBRL Taxonomy Extension Label Linkbase Document (filed herewith) |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith) |
104 | Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in XBRL (eXtensible Business Reporting Language): (i) consolidated balance sheets, (ii) consolidated statements of income and comprehensive income, (iii) consolidated statements of changes in equity, (iv) consolidated statements of cash flows, and (v) the notes to the consolidated financial statements.Exhibits 101.*) (filed herewith) |
* Indicates a management contract or any compensatory plan, contract or arrangement.
The exhibits required to be filed with this Report pursuant to Item 601 of Regulation S-K are listed under “Exhibits” in Part IV, Item 15(a)(3) of this Report and are incorporated herein by reference.
| |
(c) | Financial Statement Schedules |
The Financial Statement Schedules required to be filed with this Report are listed under “Consolidated Financial Statement Schedules” in Part IV, Item 15(a)(2) of this Report, and are incorporated herein by reference.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE STOCKHOLDERS AND BOARD OF DIRECTORS
EASTGROUP PROPERTIES, INC.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of EastGroup Properties, Inc. and subsidiaries (the "Company")Company) as of December 31, 20172020 and 2016,2019, the related consolidated statements of income and comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2017,2020, and the related notes and financial statement schedulesschedule III and IV (collectively, the "consolidatedconsolidated financial statements")statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of theirits operations and theirits cash flows for each of the years in the three-year period ended December 31, 2017,2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB")(PCAOB), the Company’s internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 14, 201817, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Evaluation of the estimated fair value assigned to land in an asset acquisition
As discussed in Note 1(j) to the consolidated financial statements, the Company acquired $76,518,000 of real estate properties and development and value-add properties during 2020 that were accounted for as asset acquisitions, of which $23,565,000 of the total purchase price was allocated to land. The purchase price in an asset acquisition is allocated among the individual components of both the tangible and intangible assets and liabilities acquired based on their relative fair values.
We identified the evaluation of the estimated fair value of land as a critical audit matter. Specifically, evaluating the relevance of comparable land sales used in the Company’s determination of the estimated fair value involved subjective auditor judgment. Professionals with specialized skills and knowledge were required to evaluate the relevance of the comparable land sales.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness over the Company's control to identify and select publicly available comparable land sales within the Company’s process to estimate fair value of land in an asset acquisition. We involved valuation professionals with specialized skills and knowledge who assisted in evaluating the Company’s estimate of fair value of land by comparing to our independently established ranges of comparable land sales developed using publicly available market data.
| | | | | |
| /s/ KPMG LLP |
| |
| (Signed) KPMG LLP |
| |
We have served as the Company's auditor since 1970. |
| |
Jackson, Mississippi | |
February 14, 201817, 2021 | |
MANAGEMENT REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
EastGroup’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, EastGroup conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. The design of any system of internal control over financial reporting is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Based on EastGroup’s evaluation under the framework in Internal Control – Integrated Framework (2013), management concluded that our internal control over financial reporting was effective as of December 31, 2017.
|
| | | | |
| /s/ EASTGROUP PROPERTIES, INC. |
Ridgeland, Mississippi | |
February 14, 201817, 2021 | |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE STOCKHOLDERS AND BOARD OF DIRECTORS
EASTGROUP PROPERTIES, INC.:
Opinion on Internal Control Over Financial Reporting
We have audited EastGroup Properties, Inc. and subsidiaries’ (the "Company")Company) internal control over financial reporting as of December 31, 2017,2020, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2020, based on the criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB")(PCAOB), the consolidated balance sheets of the Company as of December 31, 20172020 and 2016, and2019, the related consolidated statements of income and comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2017,2020, and the related notes and financial statement schedulesschedule III and IV (collectively, the "consolidatedconsolidated financial statements")statements), and our report dated February 14, 201817, 2021 expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
|
| | | | |
| (Signed)/s/ KPMG LLP |
Jackson, Mississippi | |
February 14, 201817, 2021 | |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| | | | | | | | | | | |
| December 31, |
2020 | | 2019 |
(In thousands, except share and per share data) |
ASSETS | | | |
Real estate properties | $ | 3,159,497 | | | 2,844,567 | |
Development and value-add properties | 359,588 | | | 419,999 | |
| 3,519,085 | | | 3,264,566 | |
Less accumulated depreciation | (955,328) | | | (871,139) | |
| 2,563,757 | | | 2,393,427 | |
Unconsolidated investment | 7,446 | | | 7,805 | |
Cash | 21 | | | 224 | |
Other assets | 149,579 | | | 144,622 | |
TOTAL ASSETS | $ | 2,720,803 | | | 2,546,078 | |
LIABILITIES AND EQUITY | | | |
LIABILITIES | | | |
Unsecured bank credit facilities | $ | 124,194 | | | 111,394 | |
Unsecured debt | 1,107,708 | | | 938,115 | |
Secured debt | 78,993 | | | 133,093 | |
Accounts payable and accrued expenses | 69,573 | | | 92,024 | |
Other liabilities | 69,817 | | | 69,123 | |
Total Liabilities | 1,450,285 | | | 1,343,749 | |
EQUITY | | | |
Stockholders’ Equity: | | | |
Common stock; $0.0001 par value; 70,000,000 shares authorized; 39,676,828 shares issued and outstanding at December 31, 2020 and 38,925,953 at December 31, 2019 | 4 | | | 4 | |
Excess shares; $0.0001 par value; 30,000,000 shares authorized; no shares issued | 0 | | | 0 | |
Additional paid-in capital | 1,610,053 | | | 1,514,055 | |
Distributions in excess of earnings | (329,667) | | | (316,302) | |
Accumulated other comprehensive income (loss) | (10,752) | | | 2,807 | |
Total Stockholders’ Equity | 1,269,638 | | | 1,200,564 | |
Noncontrolling interest in joint ventures | 880 | | | 1,765 | |
Total Equity | 1,270,518 | | | 1,202,329 | |
TOTAL LIABILITIES AND EQUITY | $ | 2,720,803 | | | 2,546,078 | |
|
| | | | | | |
| December 31, |
2017 | | 2016 |
(In thousands, except share and per share data) |
ASSETS | | | |
Real estate properties | $ | 2,335,459 |
| | 2,113,073 |
|
Development | 242,014 |
| | 293,908 |
|
| 2,577,473 |
| | 2,406,981 |
|
Less accumulated depreciation | (749,601 | ) | | (694,250 | ) |
| 1,827,872 |
| | 1,712,731 |
|
Unconsolidated investment | 8,029 |
| | 7,681 |
|
Cash | 16 |
| | 522 |
|
Other assets | 117,304 |
| | 104,830 |
|
TOTAL ASSETS | $ | 1,953,221 |
| | 1,825,764 |
|
LIABILITIES AND EQUITY | |
| | |
|
LIABILITIES | |
| | |
|
Unsecured bank credit facilities | $ | 195,709 |
| | 190,990 |
|
Unsecured debt | 713,061 |
| | 652,838 |
|
Secured debt | 199,512 |
| | 257,505 |
|
Accounts payable and accrued expenses | 64,967 |
| | 52,701 |
|
Other liabilities | 28,842 |
| | 29,864 |
|
Total Liabilities | 1,202,091 |
| | 1,183,898 |
|
EQUITY | |
| | |
|
Stockholders’ Equity: | |
| | |
|
Common shares; $.0001 par value; 70,000,000 shares authorized; 34,758,167 shares issued and outstanding at December 31, 2017 and 33,332,213 at December 31, 2016 | 3 |
| | 3 |
|
Excess shares; $.0001 par value; 30,000,000 shares authorized; no shares issued | — |
| | — |
|
Additional paid-in capital | 1,061,153 |
| | 949,318 |
|
Distributions in excess of earnings | (317,032 | ) | | (313,655 | ) |
Accumulated other comprehensive income | 5,348 |
| | 1,995 |
|
Total Stockholders’ Equity | 749,472 |
| | 637,661 |
|
Noncontrolling interest in joint ventures | 1,658 |
| | 4,205 |
|
Total Equity | 751,130 |
| | 641,866 |
|
TOTAL LIABILITIES AND EQUITY | $ | 1,953,221 |
| | 1,825,764 |
|
See accompanying Notes to Consolidated Financial Statements.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME | | | Years Ended December 31, | | Years Ended December 31, |
2017 | | 2016 | | 2015 | 2020 | | 2019 | | 2018 |
(In thousands, except per share data) | (In thousands, except per share data) |
REVENUES | | | | | | REVENUES | | | | | |
Income from real estate operations | $ | 274,031 |
| | 252,961 |
| | 234,918 |
| Income from real estate operations | $ | 362,669 | | | 330,813 | | | 299,018 | |
Other revenue | 119 |
| | 86 |
| | 90 |
| Other revenue | 354 | | | 574 | | | 1,374 | |
| 274,150 |
| | 253,047 |
| | 235,008 |
| | 363,023 | | | 331,387 | | | 300,392 | |
EXPENSES | |
| | |
| | | EXPENSES | | | | | |
Expenses from real estate operations | 80,108 |
| | 74,347 |
| | 67,402 |
| Expenses from real estate operations | 103,368 | | | 93,274 | | | 86,394 | |
Depreciation and amortization | 83,874 |
| | 77,935 |
| | 73,290 |
| Depreciation and amortization | 116,359 | | | 104,724 | | | 91,704 | |
General and administrative | 14,972 |
| | 13,232 |
| | 15,091 |
| General and administrative | 14,404 | | | 16,406 | | | 13,738 | |
Acquisition costs | — |
| | 161 |
| | 164 |
| |
Indirect leasing costs | | Indirect leasing costs | 661 | | | 411 | | | 0 | |
| 178,954 |
| | 165,675 |
| | 155,947 |
| |
OPERATING INCOME | 95,196 |
| | 87,372 |
| | 79,061 |
| |
| | | 234,792 | | | 214,815 | | | 191,836 | |
| | OTHER INCOME (EXPENSE) | |
| | |
| | |
| OTHER INCOME (EXPENSE) | | | | | |
Interest expense | (34,775 | ) | | (35,213 | ) | | (34,666 | ) | Interest expense | (33,927) | | | (34,463) | | | (35,106) | |
Gain, net of loss, on sales of real estate investments | 21,855 |
| | 42,170 |
| | 2,903 |
| |
Gain on sales of real estate investments | | Gain on sales of real estate investments | 13,145 | | | 41,068 | | | 14,273 | |
Other | 1,313 |
| | 1,765 |
| | 1,101 |
| Other | 942 | | | 163 | | | 913 | |
| NET INCOME | 83,589 |
| | 96,094 |
| | 48,399 |
| NET INCOME | 108,391 | | | 123,340 | | | 88,636 | |
Net income attributable to noncontrolling interest in joint ventures | (406 | ) | | (585 | ) | | (533 | ) | Net income attributable to noncontrolling interest in joint ventures | (28) | | | (1,678) | | | (130) | |
NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | 83,183 |
| | 95,509 |
| | 47,866 |
| NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | 108,363 | | | 121,662 | | | 88,506 | |
Other comprehensive income (loss) - cash flow hedges | 3,353 |
| | 5,451 |
| | (1,099 | ) | |
Other comprehensive income (loss) – cash flow hedges | | Other comprehensive income (loss) – cash flow hedges | (13,559) | | | (3,894) | | | 1,353 | |
TOTAL COMPREHENSIVE INCOME | $ | 86,536 |
| | 100,960 |
| | 46,767 |
| TOTAL COMPREHENSIVE INCOME | $ | 94,804 | | | 117,768 | | | 89,859 | |
BASIC PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | |
| | |
| | |
| BASIC PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | | | | | |
Net income attributable to common stockholders | $ | 2.45 |
| | 2.93 |
| | 1.49 |
| |
Weighted average shares outstanding �� | 33,996 |
| | 32,563 |
| | 32,091 |
| |
DILUTED PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | |
| | |
| | |
| |
| Net income attributable to common stockholders | $ | 2.44 |
| | 2.93 |
| | 1.49 |
| Net income attributable to common stockholders | $ | 2.77 | | | 3.25 | | | 2.50 | |
Weighted average shares outstanding | 34,047 |
| | 32,628 |
| | 32,196 |
| Weighted average shares outstanding | 39,185 | | | 37,442 | | | 35,439 | |
DILUTED PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | | DILUTED PER COMMON SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | | | | | |
| Net income attributable to common stockholders | | Net income attributable to common stockholders | $ | 2.76 | | | 3.24 | | | 2.49 | |
Weighted average shares outstanding | | Weighted average shares outstanding | 39,296 | | | 37,527 | | | 35,506 | |
|
See accompanying Notes to Consolidated Financial Statements.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Common Stock | | Additional Paid-In Capital | | Distributions In Excess Of Earnings | | Accumulated Other Comprehensive Income (Loss) | | Noncontrolling Interest in Joint Ventures | | Total |
(In thousands, except share and per share data) |
Balance, December 31, 2017 | $ | 3 | | | 1,061,153 | | | (317,032) | | | 5,348 | | | 1,658 | | | 751,130 | |
Net income | 0 | | | 0 | | | 88,506 | | | 0 | | | 130 | | | 88,636 | |
Net unrealized change in fair value of cash flow hedges | 0 | | | 0 | | | 0 | | | 1,353 | | | 0 | | | 1,353 | |
Common dividends declared – $2.72 per share | 0 | | | 0 | | | (97,667) | | | 0 | | | 0 | | | (97,667) | |
Stock-based compensation, net of forfeitures | 0 | | | 6,103 | | | 0 | | | 0 | | | 0 | | | 6,103 | |
Issuance of 1,706,474 shares of common stock, common stock offering, net of expenses | 1 | | | 157,318 | | | 0 | | | 0 | | | 0 | | | 157,319 | |
Issuance of 1,844 shares of common stock, dividend reinvestment plan | 0 | | | 164 | | | 0 | | | 0 | | | 0 | | | 164 | |
Withheld 23,824 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock | 0 | | | (2,055) | | | 0 | | | 0 | | | 0 | | | (2,055) | |
Purchase of noncontrolling interest in joint venture | 0 | | | (136) | | | 0 | | | 0 | | | 0 | | | (136) | |
Contributions from noncontrolling interest | 0 | | | 0 | | | 0 | | | 0 | | | 50 | | | 50 | |
Distributions to noncontrolling interest | 0 | | | 0 | | | 0 | | | 0 | | | (194) | | | (194) | |
Balance, December 31, 2018 | 4 | | | 1,222,547 | | | (326,193) | | | 6,701 | | | 1,644 | | | 904,703 | |
Net income | 0 | | | 0 | | | 121,662 | | | 0 | | | 1,678 | | | 123,340 | |
Net unrealized change in fair value of cash flow hedges | 0 | | | 0 | | | 0 | | | (3,894) | | | 0 | | | (3,894) | |
Common dividends declared – $2.94 per share | 0 | | | 0 | | | (111,771) | | | 0 | | | 0 | | | (111,771) | |
Stock-based compensation, net of forfeitures | 0 | | | 9,374 | | | 0 | | | 0 | | | 0 | | | 9,374 | |
Issuance of 2,388,342 shares of common stock, common stock offering, net of expenses | 0 | | | 284,710 | | | 0 | | | 0 | | | 0 | | | 284,710 | |
Issuance of 1,893 shares of common stock, dividend reinvestment plan | 0 | | | 212 | | | 0 | | | 0 | | | 0 | | | 212 | |
Withheld 28,955 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock | 0 | | | (2,788) | | | 0 | | | 0 | | | 0 | | | (2,788) | |
| | | | | | | | | | | |
Contributions from noncontrolling interest | 0 | | | 0 | | | 0 | | | 0 | | | 821 | | | 821 | |
Distributions to noncontrolling interest | 0 | | | 0 | | | 0 | | | 0 | | | (2,378) | | | (2,378) | |
Balance, December 31, 2019 | 4 | | | 1,514,055 | | | (316,302) | | | 2,807 | | | 1,765 | | | 1,202,329 | |
Net income | 0 | | | 0 | | | 108,363 | | | 0 | | | 28 | | | 108,391 | |
Net unrealized change in fair value of cash flow hedges | 0 | | | 0 | | | 0 | | | (13,559) | | | 0 | | | (13,559) | |
Common dividends declared – $3.08 per share | 0 | | | 0 | | | (121,728) | | | 0 | | | 0 | | | (121,728) | |
Stock-based compensation, net of forfeitures | 0 | | | 8,502 | | | 0 | | | 0 | | | 0 | | | 8,502 | |
Issuance of 709,924 shares of common stock, common stock offering, net of expenses | 0 | | | 92,663 | | | 0 | | | 0 | | | 0 | | | 92,663 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
Withheld 36,445 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock | 0 | | | (4,939) | | | 0 | | | 0 | | | 0 | | | (4,939) | |
Contributions from noncontrolling interest | 0 | | | 0 | | | 0 | | | 0 | | | 20 | | | 20 | |
Distributions to noncontrolling interest | 0 | | | 0 | | | 0 | | | 0 | | | (115) | | | (115) | |
Sale of noncontrolling interest in joint venture | 0 | | | (228) | | | 0 | | | 0 | | | (818) | | | (1,046) | |
Balance, December 31, 2020 | $ | 4 | | | 1,610,053 | | | (329,667) | | | (10,752) | | | 880 | | | 1,270,518 | |
|
| | | | | | | | | | | | | | | | | | |
| Common Stock | | Additional Paid-In Capital | | Distributions In Excess Of Earnings | | Accumulated Other Comprehensive Income (Loss) | | Noncontrolling Interest in Joint Ventures | | Total |
(In thousands, except share and per share data) |
Balance, December 31, 2014 | $ | 3 |
| | 874,335 |
| | (300,852 | ) | | (2,357 | ) | | 4,486 |
| | 575,615 |
|
Net income | — |
| | — |
| | 47,866 |
| | — |
| | 533 |
| | 48,399 |
|
Net unrealized change in fair value of cash flow hedges | — |
| | — |
| | — |
| | (1,099 | ) | | — |
| | (1,099 | ) |
Common dividends declared – $2.34 per share | — |
| | — |
| | (75,906 | ) | | — |
| | — |
| | (75,906 | ) |
Stock-based compensation, net of forfeitures | — |
| | 8,423 |
| | — |
| | — |
| | — |
| | 8,423 |
|
Issuance of 106,751 shares of common stock, common stock offering, net of expenses | — |
| | 6,233 |
| | — |
| | — |
| | — |
| | 6,233 |
|
Issuance of 4,536 shares of common stock, dividend reinvestment plan | — |
| | 257 |
| | — |
| | — |
| | — |
| | 257 |
|
Withheld 32,409 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock | — |
| | (2,041 | ) | | — |
| | — |
| | — |
| | (2,041 | ) |
Distributions to noncontrolling interest | — |
| | — |
| | — |
| | — |
| | (680 | ) | | (680 | ) |
Balance, December 31, 2015 | 3 |
| | 887,207 |
| | (328,892 | ) | | (3,456 | ) | | 4,339 |
| | 559,201 |
|
Net income | — |
| | — |
| | 95,509 |
| | — |
| | 585 |
| | 96,094 |
|
Net unrealized change in fair value of cash flow hedges | — |
| | — |
| | — |
| | 5,451 |
| | — |
| | 5,451 |
|
Common dividends declared – $2.44 per share | — |
| | — |
| | (80,272 | ) | | — |
| | — |
| | (80,272 | ) |
Stock-based compensation, net of forfeitures | — |
| | 5,831 |
| | — |
| | — |
| | — |
| | 5,831 |
|
Issuance of 875,052 shares of common stock, common stock offering, net of expenses | — |
| | 59,283 |
| | — |
| | — |
| | — |
| | 59,283 |
|
Issuance of 3,326 shares of common stock, dividend reinvestment plan | — |
| | 228 |
| | — |
| | — |
| | — |
| | 228 |
|
Withheld 57,316 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock | — |
| | (3,231 | ) | | — |
| | — |
| | — |
| | (3,231 | ) |
Distributions to noncontrolling interest | — |
| | — |
| | — |
| | — |
| | (719 | ) | | (719 | ) |
Balance, December 31, 2016 | 3 |
| | 949,318 |
| | (313,655 | ) | | 1,995 |
| | 4,205 |
| | 641,866 |
|
Net income | — |
| | — |
| | 83,183 |
| | — |
| | 406 |
| | 83,589 |
|
Net unrealized change in fair value of cash flow hedges | — |
| | — |
| | — |
| | 3,353 |
| | — |
| | 3,353 |
|
Common dividends declared – $2.52 per share | — |
| | — |
| | (86,560 | ) | | — |
| | — |
| | (86,560 | ) |
Stock-based compensation, net of forfeitures | — |
| | 7,012 |
| | — |
| | — |
| | — |
| | 7,012 |
|
Issuance of 1,370,457 shares of common stock, common stock offering, net of expenses | — |
| | 109,207 |
| | — |
| | — |
| | — |
| | 109,207 |
|
Issuance of 2,744 shares of common stock, dividend reinvestment plan | — |
| | 228 |
| | — |
| | — |
| | — |
| | 228 |
|
Withheld 33,695 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock | — |
| | (2,505 | ) | | — |
| | — |
| | — |
| | (2,505 | ) |
Purchase of noncontrolling interest in joint venture | — |
| | (2,107 | ) | | — |
| | — |
| | (2,597 | ) | | (4,704 | ) |
Distributions to noncontrolling interest | — |
| | — |
| | — |
| | — |
| | (478 | ) | | (478 | ) |
Contributions from noncontrolling interest | — |
| | — |
| | — |
| | — |
| | 122 |
| | 122 |
|
Balance, December 31, 2017 | $ | 3 |
| | 1,061,153 |
| | (317,032 | ) | | 5,348 |
| | 1,658 |
| | 751,130 |
|
See accompanying Notes to Consolidated Financial Statements.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
2020 | | 2019 | | 2018 |
(In thousands) |
OPERATING ACTIVITIES | | | | | |
Net income | $ | 108,391 | | | 123,340 | | | 88,636 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | |
Depreciation and amortization | 116,359 | | | 104,724 | | | 91,704 | |
| | | | | |
Stock-based compensation expense | 6,579 | | | 6,838 | | | 5,283 | |
Gain on sales of real estate investments and non-operating real estate | (13,145) | | | (41,151) | | | (14,359) | |
Gain on casualties and involuntary conversion on real estate assets | (161) | | | (180) | | | (1,245) | |
Changes in operating assets and liabilities: | | | | | |
Accrued income and other assets | (4,615) | | | (5,558) | | | (4,091) | |
Accounts payable, accrued expenses and prepaid rent | (18,851) | | | 6,514 | | | (2,682) | |
Other | 1,728 | | | 1,385 | | | 1,485 | |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 196,285 | | | 195,912 | | | 164,731 | |
INVESTING ACTIVITIES | | | | | |
Development and value-add properties | (195,446) | | | (318,288) | | | (167,667) | |
Purchases of real estate | (49,199) | | | (142,712) | | | (57,152) | |
Real estate improvements | (33,131) | | | (37,775) | | | (37,502) | |
Net proceeds from sales of real estate investments and non-operating real estate | 21,565 | | | 66,737 | | | 24,508 | |
Proceeds from casualties and involuntary conversion on real estate assets | 242 | | | 723 | | | 1,635 | |
Repayments on mortgage loans receivable | 1,679 | | | 915 | | | 1,987 | |
Changes in accrued development costs | (5,339) | | | (3,644) | | | 5,711 | |
Changes in other assets and other liabilities | (28,627) | | | (9,293) | | | (12,955) | |
NET CASH USED IN INVESTING ACTIVITIES | (288,256) | | | (443,337) | | | (241,435) | |
FINANCING ACTIVITIES | | | | | |
Proceeds from unsecured bank credit facilities | 625,387 | | | 932,658 | | | 448,100 | |
Repayments on unsecured bank credit facilities | (613,097) | | | (1,015,678) | | | (448,709) | |
Proceeds from unsecured debt | 275,000 | | | 290,000 | | | 60,000 | |
| | | | | |
Repayments on unsecured debt | (105,000) | | | (75,000) | | | (50,000) | |
Repayments on secured debt | (54,306) | | | (55,593) | | | (11,289) | |
Debt issuance costs | (1,090) | | | (893) | | | (1,922) | |
Distributions paid to stockholders (not including dividends accrued) | (119,765) | | | (108,795) | | | (71,294) | |
Proceeds from common stock offerings | 90,721 | | | 284,710 | | | 157,319 | |
| | | | | |
Proceeds from dividend reinvestment plan | 0 | | | 212 | | | 221 | |
Other | (6,082) | | | (4,346) | | | (5,364) | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 91,768 | | | 247,275 | | | 77,062 | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (203) | | | (150) | | | 358 | |
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 224 | | | 374 | | | 16 | |
CASH AND CASH EQUIVALENTS AT END OF YEAR | $ | 21 | | | 224 | | | 374 | |
SUPPLEMENTAL CASH FLOW INFORMATION | | | | | |
Cash paid for interest, net of amount capitalized of $9,651, $8,453, and $6,334 for 2020, 2019 and 2018, respectively | $ | 32,362 | | | 30,839 | | | 33,458 | |
Cash paid for operating lease liabilities | 1,476 | | | 1,314 | | | 0 | |
NON-CASH OPERATING ACTIVITY | | | | | |
Operating lease liabilities arising from obtaining right of use assets | $ | 495 | | | 15,435 | | | 0 | |
| | | | | |
|
| | | | | | | | | |
| Years Ended December 31, |
2017 | | 2016 | | 2015 |
(In thousands) |
OPERATING ACTIVITIES | | | | | |
Net income | $ | 83,589 |
| | 96,094 |
| | 48,399 |
|
Adjustments to reconcile net income to net cash provided by operating activities: | |
| | |
| | |
|
Depreciation and amortization | 83,874 |
| | 77,935 |
| | 73,290 |
|
Stock-based compensation expense | 5,521 |
| | 4,590 |
| | 6,733 |
|
Gain, net of loss, on sales of real estate investments and non-operating real estate | (22,148 | ) | | (42,903 | ) | | (3,026 | ) |
Changes in operating assets and liabilities: | |
| | | | |
Accrued income and other assets | (5,034 | ) | | (2,883 | ) | | (2,118 | ) |
Accounts payable, accrued expenses and prepaid rent | 8,333 |
| | 5,736 |
| | 6,928 |
|
Other | 879 |
| | 295 |
| | (157 | ) |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 155,014 |
| | 138,864 |
| | 130,049 |
|
INVESTING ACTIVITIES | |
| | |
| | |
|
Real estate development | (124,938 | ) | | (203,765 | ) | | (95,032 | ) |
Purchases of real estate | (55,195 | ) | | (27,668 | ) | | (31,574 | ) |
Real estate improvements | (26,158 | ) | | (23,778 | ) | | (25,062 | ) |
Net proceeds from sales of real estate investments and non-operating real estate | 42,710 |
| | 78,780 |
| | 5,156 |
|
Repayments on mortgage loans receivable | 171 |
| | 123 |
| | 116 |
|
Changes in accrued development costs | (144 | ) | | 3,629 |
| | (1,705 | ) |
Changes in other assets and other liabilities | (15,872 | ) | | (13,793 | ) | | (8,317 | ) |
NET CASH USED IN INVESTING ACTIVITIES | (179,426 | ) | | (186,472 | ) | | (156,418 | ) |
FINANCING ACTIVITIES | |
| | |
| | |
|
Proceeds from unsecured bank credit facilities | 391,617 |
| | 608,349 |
| | 420,104 |
|
Repayments on unsecured bank credit facilities | (387,298 | ) | | (567,165 | ) | | (368,669 | ) |
Proceeds from unsecured debt | 60,000 |
| | 205,000 |
| | 150,000 |
|
Repayments on unsecured debt | — |
| | (80,000 | ) | | — |
|
Repayments on secured debt | (58,209 | ) | | (92,773 | ) | | (102,337 | ) |
Debt issuance costs | (380 | ) | | (1,487 | ) | | (1,952 | ) |
Distributions paid to stockholders (not including dividends accrued on unvested restricted stock) | (86,725 | ) | | (80,899 | ) | | (75,845 | ) |
Proceeds from common stock offerings | 109,207 |
| | 59,283 |
| | 6,233 |
|
Proceeds from dividend reinvestment plan | 228 |
| | 236 |
| | 256 |
|
Other | (4,534 | ) | | (2,462 | ) | | (1,384 | ) |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 23,906 |
| | 48,082 |
| | 26,406 |
|
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (506 | ) | | 474 |
| | 37 |
|
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 522 |
| | 48 |
| | 11 |
|
CASH AND CASH EQUIVALENTS AT END OF YEAR | $ | 16 |
| | 522 |
| | 48 |
|
SUPPLEMENTAL CASH FLOW INFORMATION | |
| | |
| | |
|
Cash paid for interest, net of amount capitalized of $5,765, $5,340, and $5,257 for 2017, 2016 and 2015, respectively | $ | 33,634 |
| | 33,595 |
| | 33,164 |
|
See accompanying Notes to Consolidated Financial Statements.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2017, 20162020, 2019 and 20152018
| |
(1) | SIGNIFICANT ACCOUNTING POLICIES |
(1)SIGNIFICANT ACCOUNTING POLICIES
| |
(a) | Principles of Consolidation |
(a)Principles of Consolidation
The consolidated financial statements include the accounts of EastGroup Properties, Inc. ("EastGroup"(“EastGroup” or "the Company"“the Company”), its wholly owned subsidiaries and its investment in any joint ventures in which the Company has a controlling interest.
At December 31, 2015, EastGroup had a controlling interest in two joint ventures, the 80% owned University Business Center and the 80% owned Castilian Research Center. During the second quarter of 2016, Castilian Research Center was sold, and the joint venture was subsequently terminated. At December 31, 2016, the Company had a controlling interest in one joint venture, the 80% owned University Business Center. During the fourth quarter of 2017, EastGroup closed the acquisition of the 20% noncontrolling interest in two of the four University Business Center buildings; the Company now owns 100% of University Business Center 125 and 175. As of December 31, 2017,2018, EastGroup had an 80% controlling interest in University Business Center 120 and 130.130 through a joint venture partnership. During the fourth quarter of 2019, the Company, along with the noncontrolling interest partner, sold University Business Center 130 and as of December 31, 2019, EastGroup had an 80% controlling interest in University Business Center 120. During the fourth quarter of 2020, the Company sold its 80% controlling interest in University Business Center 120 and the joint venture partnership was dissolved.
Also during 2019, EastGroup entered into 2 joint venture arrangements. On May 31, 2019, the Company acquired 6.5 acres of land in San Diego, known by the Company as the Miramar Land. In the second quarter of 2019, a joint venture was formed through which EastGroup owns a 95% controlling interest in this property. Also, on December 31, 2019, the Company acquired 41.6 acres of land in San Diego, known by the Company as the Otay Mesa Land, with the same noncontrolling interest partner with EastGroup owning a 99% controlling interest in the property.
As of December 31, 2020 and 2019, EastGroup had a 95% controlling interest in the Miramar Land and a 99% controlling interest in the Otay Mesa Land.
The Company records 100% of the assets, liabilities, revenues and expenses of the buildingsproperties held in joint ventures with the noncontrolling interests provided for in accordance with the joint venture agreements.
The equity method of accounting is used for the Company’s 50% undivided tenant-in-common interest in Industry Distribution Center II. All significant intercompany transactions and accounts have been eliminated in consolidation.
(b)Income Taxes
EastGroup, a Maryland corporation, has qualified as a real estate investment trust (REIT)(“REIT”) under Sections 856-860 of the Internal Revenue Code and intends to continue to qualify as such. To maintain its status as a REIT, the Company is required to, among other things, distribute at least 90% of its ordinary taxable income to its stockholders. If the Company has a capital gain, it has the option of (i) deferring recognition of the capital gain through a tax-deferred exchange, (ii) declaring and paying a capital gain dividend on any recognized net capital gain resulting in no corporate level tax, or (iii) retaining and paying corporate income tax on its net long-term capital gain, with the shareholders reporting their proportional share of the undistributed long-term capital gain and receiving a credit or refund of their share of the tax paid by the Company. The Company distributed all of its 2017, 20162020, 2019 and 20152018 taxable income to its stockholders. Accordingly, no significant provisions for income taxes were necessary. The following table summarizes the federal income tax treatment for all distributions by the Company for the years ended 2017, 20162020, 2019 and 2015.2018.
Federal Income Tax Treatment of Share Distributions
| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
Common Share Distributions: | (Per share) |
Ordinary dividends | $ | 3.32868 | | | 3.14000 | | | 2.14305 | |
Nondividend distributions | 0 | | | 0 | | | 0 | |
Unrecaptured Section 1250 capital gain | 0 | | | 0 | | | 0 | |
Other capital gain | 0 | | | 0 | | | 0 | |
Total Common Share Distributions | $ | 3.32868 | | | 3.14000 | | | 2.14305 | |
|
| | | | | | | | | |
| Years Ended December 31, |
| 2017 | | 2016 | | 2015 |
Common Share Distributions: | | | | | |
Ordinary dividends | $ | 2.49146 |
| | 2.10494 |
| | 2.24258 |
|
Nondividend distributions | 0.02686 |
| | 0.05202 |
| | 0.02774 |
|
Unrecaptured Section 1250 capital gain | — |
| | 0.12872 |
| | 0.06968 |
|
Other capital gain | 0.00168 |
| | 0.15432 |
| | — |
|
Total Common Share Distributions | $ | 2.52000 |
| | 2.44000 |
| | 2.34000 |
|
EastGroup applies the principles of Financial Accounting Standards Board (FASB)(“FASB”) Accounting Standards Codification (ASC)(“ASC”) 740, Income Taxes, when evaluating and accounting for uncertainty in income taxes. With few exceptions, the Company’s 20132016 and earlier tax years are closed for examination by U.S. federal, state and local tax authorities. In accordance with the provisions of ASC 740, the Company had no significant uncertain tax positions as of December 31, 20172020 and 2016.2019.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company’s income may differ for tax and financial reporting purposes principally because of (1)(i) the timing of the deduction for the provision for possible losses and losses on investments, (2)(ii) the timing of the recognition of gains or losses from the sale of investments, (3)(iii) different income recognition methods for rental income, (iv) different depreciation methods and lives, (4)(v) real estate properties having a different basis for tax and financial reporting purposes, (5)(vi) mortgage loans having a different basis for tax and financial reporting purposes, thereby producing different gains upon collection of these loans, and (6)(vii) differences in book and tax allowances and timing for stock-based compensation expense.
(c)Income Recognition
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company’s primary revenue is rental income from business distribution space. Minimum rental income from real estate operations is recognized on a straight-line basis. The straight-line rent calculation on leases includes the effects of rent concessions and scheduled rent increases, and the calculated straight-line rent income is recognized over the lives of the individual leases. The Company maintains allowances for doubtful accounts receivable, including straight-line rents receivable, based upon estimates determined by management. Management specifically analyzes aged receivables, customer credit-worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts.
Revenue is recognized on payments received from tenants for early terminations after all criteria have been met in accordance with ASC 840, Leases.Leases, prior to January 1, 2019, and in accordance with ASC 842, Leases, subsequently.
In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842), and in subsequent periods, issued ASU 2018-10, 2018-11, and 2018-20, all of which relate to the new lease accounting guidance. The Company adopted the new lease accounting guidance effective January 1, 2019, and has applied its provisions on a prospective basis. Lessor accounting is largely unchanged under ASU 2016-02. The Company’s primary revenue is rental income; as such, the Company is a lessor on a significant number of leases. The Company is continuing to account for its leases in substantially the same manner. The most significant changes for the Company related to lessor accounting include: (i) the new standard’s narrow definition of initial direct costs for leases, and (ii) the guidance applicable to recording uncollectible rents, as discussed in the following paragraphs.
The new standard’s narrow definition of initial direct costs for leases — The new definition of initial direct costs results in certain costs (primarily legal costs related to lease negotiations) being expensed rather than capitalized upon adoption of the new standard. EastGroup recorded Indirect leasing costs of $661,000 and $411,000 on the Consolidated Statements of Income and Comprehensive Income during the years ended December 31, 2020 and 2019, respectively.
The guidance applicable to recording uncollectible rents — Upon adoption of the lease accounting guidance, reserves for uncollectible accounts are recorded as a reduction to revenue. Prior to adoption, reserves for uncollectible accounts were recorded as bad debt expenses. The standard also provides guidance related to calculating the reserves; however, those changes did not impact the Company.
EastGroup elected the practical expedient permitting lessors to make an accounting policy election by class of underlying asset to not separate non-lease components (such as common area maintenance) of a contract from the lease component to which they relate when specific criteria are met. The Company believes its leases meet the criteria.
The Company has applied the provisions of the new lease accounting standard and provided the required disclosures in the notes to the consolidated financial statements.
The table below presents the components of Income from real estate operations for the years ended December 31, 2020 and 2019:
| | | | | | | | | | | | | | | | | |
| | | | | Years Ended December 31, | | |
| | | | | 2020 | | 2019 | | |
| | | | | (In thousands) |
| | | |
Lease income — operating leases | | | | | $ | 271,094 | | | 248,237 | | | |
Variable lease income (1) | | | | | 91,575 | | | 82,576 | | | |
Income from real estate operations | | | | | $ | 362,669 | | | 330,813 | | | |
(1)Primarily includes tenant reimbursements for real estate taxes, insurance and common area maintenance.
In April 2020, the FASB issued FASB Staff Question-and-Answer (“Q&A”)-Topic 842 and Topic 840: Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic to clarify whether lease concessions related to the effects of the COVID-19 pandemic require the application of lease modification guidance under FASB ASC 842, Leases. Under ASC 842,
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
an entity must determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant, which would be accounted for under the lease modification framework, or if the lease concession was under the enforceable rights and obligations that existed in the original lease, which would be accounted for outside the lease modification framework. The Q&A provides a practical expedient for entities to make an election to account for certain lease concessions consistent with how those concessions would be accounted for outside of the lease modification framework. This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. The FASB staff provided two possible methods to account for deferral of payments with no substantive changes to the consideration in the original contract: (a) account for the concessions as if no changes to the lease contract were made and, (b) account for the deferred payments as variable lease payments. The Company has elected the practical expedient provided by the FASB staff and is accounting for lease concessions meeting the criterion as if no changes to the lease contract were made. For the year ended December 31, 2020, the Company recognized approximately $1,483,000 in Income from real estate operations from lease concessions under this election.
Future Minimum Rental Receipts Under Non-Cancelable Leases
The Company’s leases with its customers may include various provisions such as scheduled rent increases, renewal options and termination options. The majority of the Company’s leases include defined rent increases rather than variable payments based on an index or unknown rate. In calculating the disclosures presented below, the Company included the fixed, non-cancelable terms of the leases. The following schedule indicates approximate future minimum rental receipts under non-cancelable leases for real estate properties by year as of December 31, 2020:
| | | | | | | | |
Years Ending December 31, | | (In thousands) |
2021 | | $ | 272,402 | |
2022 | | 235,872 | |
2023 | | 192,444 | |
2024 | | 148,871 | |
2025 | | 104,511 | |
Thereafter | | 166,467 | |
Total minimum receipts | | $ | 1,120,567 | |
The Company recognizes gains on sales of real estate in accordance with the principles set forth in the Codification. For each transaction, the Company evaluates whether the guidance in ASC 360, Property, Plant606, Revenue from Contracts with Customers, or ASC 610, Other Income - Gains and Equipment.Losses from the Derecognition of Nonfinancial Assets, is applicable. Upon closing of real estate transactions, the provisions of ASC 360the Codification require consideration forof whether the transferseller has a controlling financial interest in the entity that holds the nonfinancial asset after the transaction. In addition, the seller evaluates whether a contract exists under ASC 606 and whether the counterparty obtained control of rightseach nonfinancial asset that is sold. If a contract exists and the counterparty obtained control of ownership toeach nonfinancial asset, the purchaser, receiptseller derecognizes the assets at the close of an adequate cash down payment from the purchaser, adequate continuing investment bytransaction with resulting gains or losses reflected on the purchaserConsolidated Statements of Income and no substantial continuing involvement by the Company. If the requirements for recognizing gains have not been met, the sale and related costs are recorded, but the gain is deferred and recognized by a method other than the full accrual method.Comprehensive Income.
The Company recognizes interest income on mortgage loans on the accrual method unless a significant uncertainty of collection exists. If a significant uncertainty exists, interest income is recognized as collected. If applicable, discounts on mortgage loans receivable are amortized over the lives of the loans using a method that does not differ materially from the interest method. The Company evaluates the collectibility of both interest and principal on each of its loans to determine whether the loans are impaired. A loan is considered to be impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the existing contractual terms. When a loan is considered to be impaired, the amount of loss is calculated by comparing the recorded investment to the value determined by discounting the expected future cash flows at the loan’s effective interest rate or to the fair value of the underlying collateral (if the loan is collateralized) less costs to sell. As of During the years ended December 31, 20172020 and 2016,2019, there was no significant uncertainty of collection; therefore, interest income was recognized. As of December 31, 2017 and 2016,2019, the Company determined that no allowance for collectibility of the mortgage loans receivable was necessary. The Company's mortgage loans receivable was fully collected during the year ended December 31, 2020.
| |
(d) | Real Estate Properties |
(d)Real Estate Properties
EastGroup has one1 reportable segment–industrial properties. These properties are concentratedprimarily located in major Sunbelt marketsregions of the United States, primarily in the states of Florida, Texas, Arizona, California and North Carolina,States. The Company's properties have similar economic characteristics and also meet the other criteria that permit the properties to beas a result, have been aggregated into one reportable segment.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows (including estimated future expenditures necessary to substantially complete the asset) expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. As of During the years ended December 31, 20172020 and 2016,2019, the Company did not identify any impairment charges which should be recorded.
Depreciation of buildings and other improvements is computed using the straight-line method over estimated useful lives of generally 40 years for buildings and 3 to 15 years for improvements. Building improvements are capitalized, while maintenance and repair expenses are charged to expense as incurred. Significant renovations and improvements that improve or extend the useful life of the assets are capitalized. Depreciation expense was $69,010,000, $63,793,000$96,290,000, $86,590,000 and $59,882,000$76,007,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
(e)Development and Value-Add Properties
For properties under development and value-add properties (defined in Note 2) acquired in the development stage, costs associated with development (i.e., land, construction costs, interest expense, property taxes and other direct and indirect costs associated with development) are aggregated into the total capitalized costs of the property. Included in these costs are management’s estimates for the portions of internal costs (primarily personnel costs) deemed related to such development activities. The internal costs are allocated to specific development propertiesprojects based on development activity. As the property becomes occupied, depreciation commences on the occupied portion of the building, and costs are capitalized only for the portion of the building that remains vacant. WhenThe Company transfers properties from the property becomes 80% occupied or one year after completion of the shell construction (whichever comes first), capitalization of development costs, including interest expense, property taxes and internal personnel costs, ceases. The properties are then transferredvalue-add program to Real estate properties, and depreciation commences on the entire property (excluding the land).
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Effective January 1, 2018, the Company is implementing an accounting policy change and will begin transferring as follows: (i) for development properties, from Development to Real estate properties at the earlier of 90% occupancy or one year after completion of the shell construction.construction, and (ii) for value-add properties, at the earlier of 90% occupancy or one year after acquisition. Upon the earlier of 90% occupancy or one year after completion of the shell construction, capitalization of development costs, including interest expense, property taxes and internal personnel costs, ceases and depreciation commences on the entire property (excluding the land).
| |
(f) | Real Estate Held for Sale |
(f)Real Estate Held for Sale
The Company considers a real estate property to be held for sale when it meets the criteria established under ASC 360, Property, Plant and Equipment, including when it is probable that the property will be sold within a year. Real estate properties held for sale are reported at the lower of the carrying amount or fair value less estimated costs to sell and are not depreciated while they are held for sale.
In accordance with FASB Accounting Standards Update (ASU)ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, the Company would report a disposal of a component of an entity or a group of components of an entity in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In addition, the Company would provide additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. EastGroup performs an analysis of properties sold to determine whether the sales qualify for discontinued operations presentation.
| |
(g) | Derivative Instruments and Hedging Activities |
(g)Derivative Instruments and Hedging Activities
EastGroup applies ASC 815, Derivatives and Hedging, which requires all entities with derivative instruments to disclose information regarding how and why the entity uses derivative instruments and how derivative instruments and related hedged items affect the entity’s financial position, financial performance and cash flows. See Note 13 for a discussion of the Company's derivative instruments and hedging activities.
(h)Cash Equivalents
The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.
(i)Amortization
Debt origination costs are deferred and amortized over the term of each loan using the effective interest method. Amortization of debt issuance costs was $1,250,000, $1,534,000$1,418,000, $1,344,000 and $1,336,000$1,352,000 for 2017, 20162020, 2019 and 2015,2018, respectively. Amortization of facility fees was $670,000, $670,000$790,000, $790,000 and $608,000$736,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Leasing costs are deferred and amortized using the straight-line method over the term of the lease. Leasing costs paid during the period are included in Changes in other assets and other liabilities in the Investing Activities section on the Consolidated Statements of Cash Flows. Leasing costs amortization expense was $10,329,000, $9,932,000$14,449,000, $13,167,000 and $9,038,000$11,493,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
Amortization expense for in-place lease intangibles is disclosed below in Real Estate Property Acquisitions and Acquired Intangibles.
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(j) | Real Estate Property Acquisitions and Acquired Intangibles |
(j)Real Estate Property Acquisitions and Acquired Intangibles
Upon acquisition of real estate properties, EastGroup applies the principles of ASC 805, Business Combinations. Prior to the Company's adoption of ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, effective October 1, 2016, acquisition-related costs were recognized as expenses in the periods in which the costs were incurred and the services were received.
As discussed in Note 1(o), beginning with acquisitions after October 1, 2016, the Company follows the guidance in ASU 2017-01, whichThe FASB Codification provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Under the new guidance, companies are required to utilize an initial screening test to determine whether substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set is not a business. EastGroup has determined that its real estate property acquisitions in 20172020, 2019 and the fourth quarter of 20162018 are considered to be acquisitions of groups of similar identifiable assets; therefore, the acquisitions are not considered to be acquisitions of a business. As a result, the Company has capitalized acquisition costs related to its 20172020, 2019 and fourth quarter 20162018 acquisitions.
The FASB Codification also provides guidance on how to properly determine the allocation of the purchase price among the individual components of both the tangible and intangible assets based on their respectiverelative fair values. GoodwillIf applicable, goodwill for business combinations is recorded when the purchase price exceeds the fair value of the assets and liabilities acquired. Factors considered by management
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
in allocating the cost of the properties acquired include an estimate of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar leases. The allocation to tangible assets (land, building and improvements) is based upon management’s determination of the value of the property as if it were vacant using discounted cash flow models. Land is valued using comparable land sales specific to the applicable market, provided by a third-party. The Company determines whether any financing assumed is above or below market based upon comparison to similar financing terms for similar properties. The cost of the properties acquired may be adjusted based on indebtedness assumed from the seller that is determined to be above or below market rates.
The purchase price is also allocated among the following categories of intangible assets: the above or below market component of in-place leases, the value of in-place leases, and the value of customer relationships. The value allocable to the above or below market component of an acquired in-place lease is determined based upon the present value (using a discount rate reflecting the risks associated with the acquired leases) of the difference between (i) the contractual amounts to be paid pursuant to the lease over its remaining term, and (ii) management’s estimate of the amounts that would be paid using faircurrent market ratesrents over the remaining term of the lease. The amounts allocated to above and below market leases are included in Other assets and Other liabilities, respectively, on the Consolidated Balance Sheets and are amortized to rental income over the remaining terms of the respective leases. The total amount of intangible assets is further allocated to in-place lease values and customer relationship values based upon management’s assessment of their respective values. These intangible assets are included in Other assets on the Consolidated Balance Sheets and are amortized over the remaining term of the existing lease, or the anticipated life of the customer relationship, as applicable.
Amortization of above and below market leases increased rental income by $529,000, $488,000$1,451,000, $1,229,000 and $448,000$667,000 in 2017, 20162020, 2019 and 2015,2018, respectively. Amortization expense for in-place lease intangibles was $4,535,000, $4,210,000$5,620,000, $4,967,000 and $4,370,000$4,204,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
Projected amortization of in-place lease intangibles for the next five years as of December 31, 20172020 is as follows:
| | | | | | | | |
Years Ending December 31, | | (In thousands) |
2021 | | $ | 4,467 | |
2022 | | 3,143 | |
2023 | | 2,567 | |
2024 | | 1,956 | |
2025 | | 1,309 | |
|
| | | | |
Years Ending December 31, | | (In thousands) |
2018 | | $ | 3,576 |
|
2019 | | 2,555 |
|
2020 | | 1,911 |
|
2021 | | 1,482 |
|
2022 | | 893 |
|
During 2017,2020, the Company acquired the following operating properties: Shiloh 400, Broadmoor Commerce ParkWells Point One in Austin; Cherokee 75 Business Center 1 in Atlanta; and Hurricane Shoals 1 & 2The Rock in Atlanta and Southpark Corporate Center 5-7 in Austin.Dallas. The Company also acquired one development stagevalue-add property, ProgressRancho Distribution Center 1 & 2 in Atlanta.Los Angeles. At the time of acquisition, ProgressRancho Distribution Center 1 & 2 was classified in the lease-up phase of development.phase. The total cost for
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
the properties acquired by the Company was $65,243,000,$76,518,000, of which $51,539,000$46,240,000 was allocated to Real estate propertiesand $10,312,000$27,320,000 was allocated to Development and value-add properties. EastGroup allocated $11,281,000$23,565,000 of the total purchase price to land using third party land valuations for the Atlanta, Austin, Dallas and AustinLos Angeles markets. The market values are considered to be Level 3 inputs as defined by ASC 820, Fair Value Measurement (see Note 18 for additional information on ASC 820). Intangibles associated with the purchase of real estate were allocated as follows: $3,662,000$3,257,000 to in-place lease intangibles and $115,000$104,000 to above market leases (included(both included in Other assets on the Consolidated Balance Sheets), and $385,000$403,000 to below market leases (included in Other liabilitieson the Consolidated Balance Sheets). These costs are amortized over the remaining lives of the associated leases in place at the time of acquisition.
During 2016,2019, the Company acquired the following development-stageoperating properties: Parc NorthAirways Business Center in Ft. Worth (Dallas), Weston CommerceDenver; 385 Business Park in Weston (South Florida),Greenville; Grand Oaks 75 Business Center 1 in Tampa; and Jones Corporate ParkSiempre Viva Distribution Center 2 and Rocky Point Distribution Center 1 in San Diego. The Company also acquired the following value-add properties: Logistics Center 6 & 7 and Arlington Tech Centre 1 & 2 in Dallas; Grand Oaks 75 Business Center 2 in Tampa; Interstate Commons Distribution Center 2 in Phoenix; Southwest Commerce Center in Las Vegas.Vegas; and Rocky Point Distribution Center 2 in San Diego. At the time of acquisition, thethese value-add properties were classified as under construction or in the lease-up phase of development.
Also in 2016,or under construction phase. The total cost for the properties acquired by the Company acquired Flagler Center, a three-building business distribution complex in Jacksonville, Florida.
The properties purchased in 2016 were acquired for a total cost of $112,158,000,was $205,841,000, of which $22,228,000$105,301,000 was allocated to Real estate properties and $84,490,000$92,268,000 was allocated to Development and value-add properties. EastGroup allocated $29,164,000$46,778,000 of the total purchase price to land using third party land valuations for the Denver, Greenville, Tampa, Dallas, South Florida,Phoenix, Las Vegas and JacksonvilleSan Diego markets. Logistics Center 6 & 7 is located on land under a ground lease; therefore, no value was allocated to land for this transaction. The market values are considered to be Level 3 inputs as defined by ASC 820, Fair Value Measurement (see Note 18 for additional information on ASC 820). Intangibles associated with the purchase of real estate were allocated as follows: $10,020,000 to in-place lease intangibles and $344,000 to above market leases and $2,092,000 to below market leases. These costs are amortized over the remaining lives of the associated leases in place at the time of acquisition.
Also during 2019, EastGroup acquired 6.5 acres of operating land in San Diego for $13,386,000. In connection with the acquisition, the Company allocated value to land and below market leases. EastGroup recorded land of $13,979,000 based on third party land valuations for the San Diego market. The market values are considered to be Level 3 inputs as defined by ASC 820, Fair Value Measurement. This land, which is included in Real estate properties on the Consolidated Balance Sheets, is currently leased to a tenant that operates a parking lot on the site. The Company recorded $593,000 to below market leases in connection with this land acquisition. These costs are amortized over the remaining life of the associated lease in place at the time of acquisition.
EastGroup also acquired 41.6 acres of operating land in San Diego for $15,282,000. This land is included in Real estate properties on the Consolidated Balance Sheets. During 2019 and 2020, this land parcel was leased (on a month-to-month basis) to various tenants operating outdoor storage on the site.
During 2019, EastGroup also acquired a small parcel of land (0.5 acres) adjacent to its Yosemite Distribution Center in Milpitas (San Francisco), California, for $472,000. This land is included in Real estate properties on the Consolidated Balance Sheets.
During 2018, the Company acquired the following operating properties: Gwinnett 316 in Atlanta; Eucalyptus Distribution Center in Chino (Los Angeles); Allen Station I & II in Dallas; and Greenhill Distribution Center in Austin. The Company also acquired one value-add property, Siempre Viva Distribution Center in San Diego. At the time of acquisition, Siempre Viva was classified in the lease-up phase. The total cost for the properties acquired by the Company was $71,086,000, of which $54,537,000 was allocated to Real estate properties and $13,934,000was allocated to Development and value-add properties. EastGroup allocated $23,263,000 of the total purchase price to land using third party land valuations for the Atlanta, Dallas, Austin, San Diego and Chino (Los Angeles) markets. The market values are considered to be Level 3 inputs as defined by ASC 820.820, Fair Value Measurement (see Note 18 for additional information on ASC 820). Intangibles associated with the purchase of real estate were allocated as follows: $5,941,000$4,350,000 to in-place lease intangibles, $393,000$21,000 to above market leases and $894,000$1,756,000 to below market leases.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
During 2015, These costs are amortized over the Company acquired Southpark Corporate Center and Springdale Business Center, both in Austin, Texas, for a total cost of $31,574,000, of which $28,648,000 was allocated to Real estate properties. The Company allocated $5,494,000remaining lives of the total purchase price to land using third party land valuations forassociated leases in place at the Austin market. The market values are considered to be Level 3 inputs as defined by ASC 820. Intangibles associated with the purchasetime of real estate were allocated as follows: $3,453,000 to in-place lease intangibles and $527,000 to below market leases. acquisition.
The Company periodically reviews the recoverability of goodwill (at least annually) and the recoverability of other intangibles (on a quarterly basis) for possible impairment. In management’s opinion, no impairment of goodwill and other intangibles existed at December 31, 20172020 and 2016.2019.
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(k) | Stock-Based Compensation |
(k)Stock-Based Compensation
In May 2004, the stockholders of the Company approved the EastGroup Properties, Inc. 2004 Equity Incentive Plan ("(“the 2004 Plan"Plan”), which was further amended by the Board of Directors in September 2005 and December 2006. This plan authorized the
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
issuance of common stock to employees in the form of options, stock appreciation rights, restricted stock, deferred stock units, performance shares, bonus stock or stock in lieu of cash compensation.
In April 2013, the Board of Directors adopted the EastGroup Properties, Inc. 2013 Equity Incentive Plan (the “2013 Equity Plan”) upon the recommendation of the Compensation Committee; the 2013 Equity Plan was approved by the Company's stockholders and became effective May 29, 2013. The 2013 Equity Plan was further amended by the Board of Directors in March 2017. The 2013 Equity Plan replaced the 2004 Plan and the 2005 Directors Equity Incentive Plan. Typically, the Company issues new shares to fulfill stock grants or upon the exercise of stock options.
EastGroup applies the provisions of ASC 718, Compensation – Stock Compensation, to account for its stock-based compensation plans. ASC 718 requires that the compensation cost relating to share-based payment transactions be recognized in the financial statements and that the cost be measured on the fair value of the equity or liability instruments issued. The cost for market-based awards and awards that only require service are expensed on a straight-line basis over the requisite service periods. The cost for performance-based awards is determined using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period. This method accelerates the expensing of the award compared to the straight-line method.
The total compensation expense for service and performance based awards is based upon the fair market value of the shares on the grant date. The grant date fair value for awards that have been granted and are subject to a future market condition (total shareholder return) are determined using a simulation pricing model developed to specifically accommodate the unique features of the awards.
During the restricted period for awards no longer subject to contingencies, the Company accrues dividends and holds the certificates for the shares; however, the employee can vote the shares. Share certificates and dividends are delivered to the employee as they vest.
(l)Earnings Per Share
The Company applies ASC 260, Earnings Per Share, which requires companies to present basic and diluted earnings per share (EPS)(“EPS”). Basic EPS represents the amount of earnings for the period attributable to each share of common stock outstanding during the reporting period. The Company’s basic EPS is calculated by dividing Net Income Attributable to EastGroup Properties, Inc. Common Stockholders by the weighted average number of common shares outstanding. The weighted average number of common shares outstanding does not include any potentially dilutive securities or any unvested restricted shares of common stock. These unvested restricted shares, although classified as issued and outstanding, are considered forfeitable until the restrictions lapse and will not be included in the basic EPS calculation until the shares are vested.
Diluted EPS represents the amount of earnings for the period attributable to each share of common stock outstanding during the reporting period and to each share that would have been outstanding assuming the issuance of common shares for all dilutive potential common shares outstanding during the reporting period. The Company calculates diluted EPS by dividing Net Income Attributable to EastGroup Properties, Inc. Common Stockholders by the weighted average number of common shares outstanding plus the dilutive effect of unvested restricted stock. The dilutive effect of unvested restricted stock is determined using the treasury stock method.
(m)Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP)(“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets, and liabilities, and revenues and expenses
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
during the reporting period and to disclose material contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.
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(n) | Risks and Uncertainties |
(n)Risks and Uncertainties
The state of the overall economy can significantly impact the Company’s operational performance and thus impact its financial position. Should EastGroup experience a significant decline in operational performance due to the current coronavirus (“COVID-19”) pandemic, as discussed below, or other general economic conditions, it may affect the Company’s ability to make distributions to its shareholders, service debt, or meet other financial obligations.
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(o) | Recent Accounting Pronouncements |
On March 11, 2020, the World Health Organization characterized COVID-19 as a pandemic. The United States, which is where EastGroup’s properties are located, has experienced widespread infection, and there is uncertainty regarding how long the pandemic will impact the United States and the rest of the world. Unprecedented, extraordinary actions have been taken by federal, state and local governmental authorities to combat the spread of COVID-19, including issuance of “stay-at-home” directives and similar mandates for many individuals to substantially restrict daily activities and for many businesses to curtail
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
or cease normal operations. These measures, while intended to protect human life, have led to, and may continue to lead to, reduced economic activity in certain sectors and an increase in unemployment throughout the United States, including some markets where the Company’s properties are located. As a result, there has been, and may continue to be, a period of economic slowdown, the severity of which is uncertain. Such economic slowdown, among other disruptions caused by the COVID-19 pandemic may adversely impact EastGroup’s financial condition and results of operations and the financial condition and results of operations of the Company’s tenants.
EastGroup’s ability to lease its properties and collect rental revenues and expense reimbursements is dependent upon national, regional and local economic conditions. The potential inability to renew leases, lease vacant space or re-lease space as leases expire on favorable terms, or at all, could cause a decline in the Company’s receipt of rental payments. The Company has been in communication with a portion of its customer base regarding rent relief requests and has executed rent deferral agreements totaling $1.7 million, all of which were applicable to periods through December 31, 2020. The majority of these deferral agreements ($1.4 million of the $1.7 million) qualify under modified COVID-19-related guidance provided by the FASB for rental income to be recognized in the periods in which they were charged under the original terms of the leases. When requests were made, they were handled on a case-by-case basis, and the Company’s responses were largely dependent on its understanding of the financial strength of the customer, the operational and earnings impacts being experienced by the customer, and the customer’s ability or inability to obtain capital through debt or equity issuances, government assistance programs or by other means.
Some of the Company’s customers are experiencing a deterioration in their financial position, results of operations and cash flows; as a result, they may not be able to pay their rent and expense reimbursements, which could adversely affect EastGroup’s financial condition, results of operations and cash flows.
Federal, state and local government restrictions associated with the mitigation efforts to prevent the spread of COVID-19 could prevent EastGroup’s customers from accessing their leased space and operating their businesses; such restrictions could also impact the Company’s ability to operate its business, which may cause the business and operating results to decline or impact the Company’s ability to comply with regulatory obligations leading to reputational harm and regulatory issues or fines. Such restrictions could also inhibit the Company’s ability to lease vacant space in its operating portfolio and its development and value-add program. In addition, government restrictions could prevent construction of tenant improvements and development projects, which could delay construction completion and lease commencement dates. In each case, EastGroup may experience an adverse impact on its financial condition and results of operations.
The economic uncertainty surrounding the COVID-19 pandemic has caused and may continue to cause disruption and instability in the financial markets and may impact EastGroup’s ability to raise capital from debt and equity markets on favorable terms or at all.
The health and well-being of EastGroup’s customers, employees, directors and other stakeholders is of great importance to the Company. The Company is striving to accommodate flexible working arrangements for its employees to ensure the health and safety of its team, while employees are continuing to perform job duties and provide services to the Company’s customers and other stakeholders. There are risks associated with remote working arrangements, including, but not limited to, risks related to cyber-security. EastGroup is continuing to monitor and adhere to federal, state and local government guidelines regarding its work arrangements with the goal of preventing the spread of COVID-19 to the Company’s workforce, customers and communities. There are risks and uncertainties related to the health of the Company’s employees and directors; any potential deterioration of the health of key personnel could impact EastGroup’s business operations.
The ongoing COVID-19 pandemic and the current economic, financial and capital markets environment present material risks and uncertainties for the Company. However, the rapid development and fluidity of the situation precludes any prediction as to the ultimate impact COVID-19 will have on EastGroup’s business, financial condition, results of operations and cash flows, which will depend largely on future developments directly or indirectly relating to the duration and scope of the COVID-19 pandemic in the United States.
(o)Recent Accounting Pronouncements
EastGroup has evaluated all ASUs recently released by the FASB through the date the financial statements were issued and determined that the following ASUs apply to the Company.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The FASB issued further guidance in ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, that provides clarifying guidance in certain narrow areas and adds some practical expedients. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The effective date of ASU 2014-09 was extended by one year by ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The new standard was effective for the Company on January 1, 2018, and the Company is using the modified retrospective approach upon adoption. The Company has made significant progress in evaluating the effect of ASU 2014-09 on its consolidated financial statements and related disclosures beginning with the Form 10-Q for the period ending March 31, 2018. The Company has completed its inventory of its sources of revenue and does not believe there will be a material financial statement impact or that its pattern of revenue recognition will be materially impacted by the adoption of ASU 2014-09.
In JanuaryJune 2016, the FASB issued ASU 2016-01, 2016-13, Financial Instruments - Overall (Subtopic 825-10)— Credit Losses (Topic 326): Recognition and Measurement of Credit Losses on Financial Assets Instruments, and subsequently issued ASU 2018-19, Codification Improvements to Topic 326, Financial Liabilities,which requires public business entities to use the exit price notion when measuring the fair value of financial instrumentsInstruments — Credit Losses in November 2018. The ASUs amend guidance on reporting credit losses for disclosure purposes, requires separate presentation of financial assets held at amortized cost basis and financial liabilities by measurement category and form of financial asset, andavailable for sale debt securities. For assets held at amortized cost, Topic 326 eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized costs on the balance sheet. EastGroup adopted ASU 2016-01 effective January 1, 2018. The Company does not anticipate the adoption of ASU 2016-01 will have a material impact on the Company's financial condition or results of operations.probable
60
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset, which is an asset that represents the lessee's right to use, or control the use of, a specified asset for the lease term. The Company is a lessee on a limited number of leases, including office and ground leases, and while the adoption of ASU 2016-02 will impact the Company's accounting for office and ground leases, the Company anticipates the impact will not be material to its overall financial condition and results of operations. Lessor accounting is largely unchanged under ASU 2016-02. The Company's primary revenue is rental income; as such, the Company is a lessor on a significant number of leases. The Company is continuing to evaluate the potential impacts of the ASU and believes it will continue to account for its leases in substantially the same manner. The most significant changes for the Company related to lessor accounting include bifurcating its revenue into lease and non-lease components and the new standard's narrow definition of initial direct costs for leases. The new definition will result in certain costs (primarily legal costs related to lease negotiations) being expensed rather than capitalized upon adoption of the new standard. Public business entities are required to apply the amendments in ASU 2016-02 for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. EastGroup plans to adopt ASU 2016-02 effective January 1, 2019. The Company is continuing the process of evaluating and quantifying the effect that ASU 2016-02 will have on its consolidated financial statements and related disclosures beginning with the Form 10-Q for the period ending March 31, 2019.
In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The ASU is intended to improve the accounting for share-based payments and affects all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment awards are simplified with the ASU, including income tax consequences, classification of awards as equity or liabilities and classification on the Consolidated Statements of Cash Flows. ASU 2016-09 is effective for public business entities for annual periods beginning after December 15, 2016, and interim periods within those fiscal years; early adoption is permitted. EastGroup adopted ASU 2016-09 effective January 1, 2017. As a result, the Company elected to reverse compensation cost of any forfeited awards when they occur and will continue to classify the cash flows resulting from remitting cash to the tax authorities for the payment of taxes on the vesting of share-based payment awards as a financing activity on the Consolidated Statements of Cash
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Flows. In addition, upon vestinginitial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of share-based payments,all expected credit losses. For available for sale debt securities (EastGroup does not currently hold any and does not intend to hold any in the Company will withhold upfuture), credit losses should be measured in a similar manner to the maximum individual statutory tax ratecurrent GAAP; however, Topic 326 requires that credit losses be presented as an allowance rather than a write-down. The ASUs affect entities holding financial assets and classify the entire award as equity. The adoption of ASU 2016-09 did not have a material impact on the Company's financial condition or results of operations.
In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which addresses certain cash flow issues, including how debt prepayments or debt extinguishment costs and distributions received from equity method investees are presented. ASU 2016-15 is effective for public business entities for annual periods beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, and the Company has adopted ASU 2016-15 effective January 1, 2017. The adoption of ASU 2016-15 did not have a material impact on the Company's financial condition or results of operations.
In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The ASU is intended to provide a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Under the new guidance, companies are required to utilize an initial screening test to determine whether substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set is not a business. The Company has determined that some of its real estate property acquisitions may be considered to be acquisitions of groups of similar identifiable assets; therefore, the acquisitions are not considered to be acquisitions of a business. EastGroup adopted ASU 2017-01 for transactions beginning on October 1, 2016. As a result, the Company has capitalized acquisition costs related to its 2017 and fourth quarter 2016 acquisitions as they were determined not to be acquisitions of a business.
In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Others (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies the measurement of goodwill impairment by eliminating the requirement of performing a hypothetical purchase price allocation to measure goodwill impairment. The Company adopted ASU 2017-04 effective January 1, 2017, and is applying the new guidance for goodwill impairment tests with measurement dates after January 1, 2017. The adoption of ASU 2017-04 did not have a material impact on the Company's financial condition or results of operations.
In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting, which clarifies what constitutes a modification of a share-based payment award. The ASU is intended to provide clarity and reduce both diversity in practice and cost and complexity when applying the guidance in Topic 718 to a change to the terms or conditions of a share-based payment award. ASU 2017-09 is effective for public entities for annual periods beginning after December 15, 2017,2019, and interim periods within those fiscal years. The Company adopted ASU 2017-092016-13 and ASU 2018-19 on January 1, 2018,2020, and it does not anticipate that the adoption of ASU 2017-09 willdid not have a material impact on its financial condition, or results of operations as the Company does not expect to have any modifications to share-based payment awards. However, if the Company does have a modification to an award in the future, it will follow the guidance in ASU 2017-09.or disclosures.
In August 2017,2018, the FASB issued ASU 2017-12, Derivatives and Hedging2018-13, Fair Value Measurement (Topic 815)820): Targeted ImprovementsDisclosure Framework - Changes to Accountingthe Disclosure Requirements for Hedging Activities.Fair Value Measurement. The ASU is intended to better align a company's financial reporting for hedging activities withimprove the economic objectiveseffectiveness of those activities. The transition method is a modified retrospective approach that will require the Company to recognize the cumulative effect of initially applying thefair value measurement disclosures. ASU as an adjustment to Accumulated other comprehensive income with a corresponding adjustment to the opening balance of retained earnings as of the beginning of the fiscal year the entity adopts the ASU. The primary provision in the ASU that will require an adjustment to beginning retained earnings is the change in timing and income statement presentation for ineffectiveness related to cash flow and net investment hedges. As a result of the transition guidance in the ASU, cumulative ineffectiveness that has previously been recognized on cash flow and net investment hedges that are still outstanding and designated as of the date of adoption will be adjusted and removed from beginning retained earnings and placed in Accumulated other comprehensive income. ASU 2017-122018-13 is effective for public businessall entities for annual periods beginning after December 15, 2018,2019, and interim periods within those fiscal years. Early adoption is permitted; however, theThe Company plans to adoptadopted ASU 2017-122018-13 on January 1, 2019. While the Company continues to assess all potential impacts of ASU 2017-12, it does not expect2020, and the adoption todid not have a material impact on the Company'sits financial condition, or results of operations.operations or disclosures.
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(p) | Classification of Book Overdraft on Consolidated Statements of Cash Flows |
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the three months ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.
(p)Classification of Book Overdraft on Consolidated Statements of Cash Flows
The Company classifies changes in book overdraft in which the bank has not advanced cash to the Company to cover outstanding checks as an operating activity. Such amounts are included in Accounts payable, accrued expenses and prepaid rent in the Operating Activities section on the Consolidated Statements of Cash Flows.
Certain reclassifications have been made in the 2016 and 2015 consolidated financial statements to conform to the 2017 presentation.
EASTGROUP(2)REAL ESTATE PROPERTIES INC. AND SUBSIDIARIESDEVELOPMENT AND VALUE-ADD PROPERTIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| |
(2) | REAL ESTATE PROPERTIES |
The Company’s Real estate properties and Development and value-add properties at December 31, 20172020 and 20162019 were as follows:
| | | | | | | | | | | |
| December 31, |
2020 | | 2019 |
(In thousands) |
Real estate properties: | | | |
Land | $ | 502,739 | | | 452,698 | |
Buildings and building improvements | 2,120,731 | | | 1,907,963 | |
Tenant and other improvements | 524,954 | | | 471,909 | |
Right of use assets — Ground leases (operating) (1) | 11,073 | | | 11,997 | |
Development and value-add properties (2) | 359,588 | | | 419,999 | |
| 3,519,085 | | | 3,264,566 | |
Less accumulated depreciation | (955,328) | | | (871,139) | |
| $ | 2,563,757 | | | 2,393,427 | |
|
| | | | | | |
| December 31, |
2017 | | 2016 |
(In thousands) |
Real estate properties: | | | |
Land | $ | 345,424 |
| | 308,931 |
|
Buildings and building improvements | 1,587,130 |
| | 1,435,309 |
|
Tenant and other improvements | 402,905 |
| | 368,833 |
|
Development | 242,014 |
| | 293,908 |
|
| 2,577,473 |
| | 2,406,981 |
|
Less accumulated depreciation | (749,601 | ) | | (694,250 | ) |
| $ | 1,827,872 |
| | 1,712,731 |
|
(1)See Ground Leases discussion below for information regarding the Company's right of use assets for ground leases.
(2)Value-add properties are defined as properties that are either acquired but not stabilized or can be converted to a higher and better use. Acquired properties meeting either of the following two conditions are considered value-add properties: (1) Less than 75% occupied as of the acquisition date (or will be less than 75% occupied within one year of acquisition date based on near term lease roll), or (2) 20% or greater of the acquisition cost will be spent to redevelop the property.
EastGroup acquired operating properties during 2017, 20162020, 2019 and 20152018 as discussed in Note 1(j).
In 2017, Eastgroup sold Stemmons Circle and Techway Southwest I-IV.
In 2016, theThe Company sold operating properties during 2020, 2019 and 2018 as shown in the following operating properties: Northwest Point Distribution and Service Centers, North Stemmons II and III, America Plaza, Lockwood Distribution Center, West Loop Distribution Center 1 & 2, two of its four Interstate Commons Distribution Center buildings, Castilian Research Center and Memphis I.
In 2015, the Company sold one operating property, the last of its three Ambassador Row Warehouses.
table below. The results of operations and gains and losses on sales for the properties sold during the periods presented are reported in continuing operations on the
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statements of Income and Comprehensive Income. The gains and losses on sales are included in Gain net of loss, on sales of real estate investments.
The Company did not classify any properties as held for sale as of December 31, 20172020 and 2016.2019.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Sales of Real Estate
A summary of Gain net of loss, on sales of real estate investments for the years ended December 31, 2017, 20162020, 2019 and 20152018 follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Real Estate Properties | | Location | | Size (in Square Feet) | | Date Sold | | Net Sales Price | | Basis | | Recognized Gain |
| | | | | | | | (In thousands) |
2020 | | | | | | | | | | | | |
University Business Center 120 (1) | | Santa Barbara, CA | | 46,000 | | | 12/01/2020 | | $ | 10,342 | | | 4,007 | | | 6,335 | |
Central Green | | Houston, TX | | 80,000 | | | 12/23/2020 | | 10,168 | | | 3,358 | | | 6,810 | |
Total for 2020 | | | | | | | | $ | 20,510 | | | 7,365 | | | 13,145 | |
2019 | | | | | | | | | | | | |
World Houston 5 | | Houston, TX | | 51,000 | | | 01/29/2019 | | $ | 3,679 | | | 1,354 | | | 2,325 | |
Altamonte Commerce Center | | Orlando, FL | | 186,000 | | | 05/20/2019 | | 14,423 | | | 5,342 | | | 9,081 | |
University Business Center 130 (2) | | Santa Barbara, CA | | 40,000 | | | 11/07/2019 | | 11,083 | | | 2,729 | | | 8,354 | |
Southpointe Distribution Center | | Tucson, AZ | | 207,000 | | | 12/03/2019 | | 13,699 | | | 2,281 | | | 11,418 | |
University Business Center 125 & 175 | | Santa Barbara, CA | | 133,000 | | | 12/11/2019 | | 23,675 | | | 13,785 | | | 9,890 | |
Total for 2019 | | | | | | | | $ | 66,559 | | | 25,491 | | | 41,068 | |
2018 | | | | | | | | | | | | |
World Houston 18 | | Houston, TX | | 33,000 | | | 01/26/2018 | | $ | 2,289 | | | 1,211 | | | 1,078 | |
56 Commerce Park | | Tampa, FL | | 181,000 | | | 03/20/2018 | | 12,032 | | | 2,888 | | | 9,144 | |
35th Avenue Distribution Center | | Phoenix, AZ | | 125,000 | | | 07/26/2018 | | 7,683 | | | 3,632 | | | 4,051 | |
Total for 2018 | | | | | | | | $ | 22,004 | | | 7,731 | | | 14,273 | |
|
| | | | | | | | | | | | | | | | | |
Real Estate Properties | | Location | | Size (in Square Feet) | | Date Sold | | Net Sales Price | | Basis | | Recognized Gain |
| | | | | | | | (In thousands) |
2017 | | | | | | | | | | | | |
Stemmons Circle | | Dallas, TX | | 99,000 |
| | 05/12/2017 | | $ | 5,051 |
| | 1,329 |
| | 3,722 |
|
Techway Southwest I-IV | | Houston, TX | | 415,000 |
| | 06/19/2017 | | 32,506 |
| | 14,373 |
| | 18,133 |
|
Total for 2017 | | | | | | | | $ | 37,557 |
| | 15,702 |
| | 21,855 |
|
2016 | | | | | | | | | | | | |
Northwest Point Distribution and Service Centers | | Houston, TX | | 232,000 |
| | 02/12/2016 | | $ | 15,189 |
| | 5,080 |
| | 10,109 |
|
North Stemmons III | | Dallas, TX | | 60,000 |
| | 03/04/2016 | | 3,131 |
| | 1,908 |
| | 1,223 |
|
North Stemmons II | | Dallas, TX | | 26,000 |
| | 04/12/2016 | | 1,203 |
| | 765 |
| | 438 |
|
Lockwood Distribution Center | | Houston, TX | | 392,000 |
| | 04/18/2016 | | 14,024 |
| | 4,154 |
| | 9,870 |
|
West Loop Distribution Center 1 & 2 | | Houston, TX | | 161,000 |
| | 04/19/2016 | | 13,154 |
| | 3,564 |
| | 9,590 |
|
America Plaza | | Houston, TX | | 121,000 |
| | 04/28/2016 | | 7,938 |
| | 3,378 |
| | 4,560 |
|
Interstate Commons Distribution Center 1 & 2 | | Phoenix, AZ | | 142,000 |
| | 05/31/2016 | | 9,906 |
| | 3,568 |
| | 6,338 |
|
Castilian Research Center (1) | | Santa Barbara, CA | | 30,000 |
| | 06/28/2016 | | 7,698 |
| | 7,513 |
| | 185 |
|
Memphis I | | Memphis, TN | | 92,000 |
| | 12/16/2016 | | 1,482 |
| | 1,625 |
| | (143 | ) |
Total for 2016 | | | | | | | | $ | 73,725 |
| | 31,555 |
| | 42,170 |
|
2015 | | | | | | | | | | | | |
Ambassador Row Warehouse | | Dallas, TX | | 185,000 |
| | 04/13/2015 | | $ | 4,998 |
| | 2,095 |
| | 2,903 |
|
(1)EastGroup owned 80% of University Business Center 120 through a joint venture partnership. EastGroup sold its 80% share of the joint venture, and the partnership was dissolved. The information shown for this transaction represents EastGroup's 80% ownership.
| |
(1) | EastGroup owned 80% of Castilian Research Center through a joint venture. The information shown for this transaction also includes the 20% attributable to the Company's noncontrolling interest partner. |
(2)EastGroup owned 80% of University Business Center 130 through a joint venture partnership. The information shown for this transaction also includes the 20% attributable to the Company's noncontrolling interest partner.
The table above includes sales of operating properties;properties. During 2020, there were no land sales; however, the Company also sold parcels of land during the years presented.2019 and 2018. During the year ended December 31, 2017,2019, the Company sold parcels(through eminent domain procedures) a small parcel of land (0.2 acres) in El Paso and DallasSan Diego for total gross proceeds of $3,778,000$185,000 and recognized a net gain on the sale of $293,000.$83,000. During the year ended December 31, 2016,2018, EastGroup sold parcelsa parcel of land in Houston Dallas and Orlando for $5,400,000$2,577,000 and recognized a gain on the sale of $733,000. During the year ended December 31, 2015, the Company sold a small parcel of land in New Orleans for $170,000 and recognized a gain of $123,000.$86,000. The net gains on sales of land are included in Other on the Consolidated Statements of Income and Comprehensive Income.
Development and Value-Add Properties
The Company’s development and value-add program as of December 31, 2017,2020, was comprised of the properties detailed in the table below. Costs incurred include capitalization of interest costs during the period of construction. The interest costs capitalized on development propertiesprojects for 20172020 were $5,765,000$9,651,000 compared to $5,340,000$8,453,000 for 20162019 and $5,257,000$6,334,000 for 2015.2018. In addition, EastGroup capitalized internal development costs of $4,754,000$6,689,000 during the year ended December 31, 2017,2020, compared to $3,789,000$6,918,000 during 20162019 and $4,467,000$4,696,000 in 2015.2018.
Total capital invested for development and value-add properties during 20172020 was $124,938,000,$195,446,000, which primarily consisted of costs of $93,395,000 and $14,819,000$170,418,000 as detailed in the Development and Value-Add Properties Activity table below, $18,550,000 as detailed in the Development and Value-Add Properties Transferred to the Real Estate Properties Portfolio During 2020 table below and costs of $12,811,000$5,743,000 on development propertiesprojects subsequent to transfer to Real estate properties. The capitalized costs incurred on development propertiesprojects subsequent to transfer to Real estate properties include capital improvements at the properties and do not include other capitalized costs associated with development (i.e., interest expense, property taxes and internal personnel costs).
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
DEVELOPMENT AND VALUE-ADD PROPERTIES ACTIVITY | | | | Costs Incurred | | | | Anticipated Building Conversion Date |
| | | Costs Transferred in 2020 (1) | | For the Year Ended 12/31/20 | | Cumulative as of 12/31/20 | | Projected Total Costs (2) | |
| | | | (In thousands) | | |
| | (Unaudited) | | | | | | | | (Unaudited) | | (Unaudited) |
LEASE-UP | | Building Size (Square feet) | | | | | | | | | | |
Gilbert Crossroads A & B, Phoenix, AZ | | 140,000 | | | $ | 0 | | | 2,818 | | | 16,768 | | | 17,500 | | | 01/21 |
Rancho Distribution Center, Los Angeles, CA (3) | | 162,000 | | | 0 | | | 27,325 | | | 27,325 | | | 29,400 | | | 03/21 |
CreekView 121 7 & 8, Dallas, TX | | 137,000 | | | 0 | | | 9,760 | | | 16,559 | | | 18,500 | | | 04/21 |
Hurricane Shoals 3, Atlanta, GA | | 101,000 | | | 0 | | | 2,182 | | | 8,811 | | | 10,800 | | | 04/21 |
World Houston 44, Houston, TX | | 134,000 | | | 0 | | | 3,336 | | | 8,126 | | | 9,100 | | | 05/21 |
Gateway 4, Miami, FL | | 197,000 | | | 14,895 | | | 7,152 | | | 22,047 | | | 26,000 | | | 06/21 |
Interstate Commons 2, Phoenix, AZ (3) | | 142,000 | | | 0 | | | 2,359 | | | 12,241 | | | 12,500 | | | 06/21 |
Tri-County Crossing 3 & 4, San Antonio, TX | | 203,000 | | | 0 | | | 5,711 | | | 14,409 | | | 16,100 | | | 06/21 |
Northwest Crossing 1-3, Houston, TX | | 278,000 | | | 0 | | | 10,787 | | | 22,322 | | | 25,900 | | | 09/21 |
Ridgeview 1 & 2, San Antonio, TX | | 226,000 | | | 0 | | | 10,562 | | | 17,093 | | | 19,000 | | | 10/21 |
Settlers Crossing 3 & 4, Austin, TX | | 173,000 | | | 0 | | | 9,415 | | | 17,504 | | | 19,400 | | | 10/21 |
SunCoast 7, Ft. Myers, FL | | 77,000 | | | 3,232 | | | 4,141 | | | 7,373 | | | 8,700 | | | 11/21 |
LakePort 1-3, Dallas, TX | | 194,000 | | | 0 | | | 11,719 | | | 19,781 | | | 22,500 | | | 12/21 |
Total Lease-Up | | 2,164,000 | | | 18,127 | | | 107,267 | | | 210,359 | | | 235,400 | | | |
UNDER CONSTRUCTION | | | | | | | | | | | | |
Gilbert Crossroads C & D, Phoenix, AZ | | 178,000 | | | 4,974 | | | 1,643 | | | 6,617 | | | 21,400 | | | 06/22 |
Steele Creek X, Charlotte, NC | | 162,000 | | | 3,291 | | | 943 | | | 4,234 | | | 12,600 | | | 07/22 |
Basswood 1 & 2, Dallas, TX | | 237,000 | | | 4,580 | | | 174 | | | 4,754 | | | 22,100 | | | 10/22 |
Total Under Construction | | 577,000 | | | 12,845 | | | 2,760 | | | 15,605 | | | 56,100 | | | |
PROSPECTIVE DEVELOPMENT (PRIMARILY LAND) | | Estimated Building Size (Square feet) | | | | | | | | | | |
Phoenix, AZ | | 0 | | | (4,974) | | | 601 | | | 0 | | | | | |
| | | | | | | | | | | | |
Ft. Myers, FL | | 622,000 | | | (3,232) | | | 3,595 | | | 7,866 | | | | | |
Miami, FL | | 376,000 | | | (14,895) | | | 1,006 | | | 20,296 | | | | | |
Orlando, FL | | 1,488,000 | | | 0 | | | 26,603 | | | 27,678 | | | | | |
Tampa, FL (4) | | 349,000 | | | 0 | | | (78) | | | 5,723 | | | | | |
Atlanta, GA | | 120,000 | | | 0 | | | 1,392 | | | 1,392 | | | | | |
Jackson, MS | | 28,000 | | | 0 | | | 0 | | | 706 | | | | | |
Charlotte, NC | | 313,000 | | | (3,291) | | | 289 | | | 4,325 | | | | | |
Dallas, TX | | 1,353,000 | | | (4,580) | | | 22,420 | | | 37,428 | | | | | |
El Paso, TX | | 168,000 | | | 0 | | | 2,587 | | | 2,587 | | | | | |
| | | | | | | | | | | | |
Houston, TX | | 1,223,000 | | | 0 | | | 1,310 | | | 20,758 | | | | | |
San Antonio, TX | | 366,000 | | | 0 | | | 666 | | | 4,865 | | | | | |
Total Prospective Development | | 6,406,000 | | | (30,972) | | | 60,391 | | | 133,624 | | | | | |
Total Development and Value-Add Properties | | 9,147,000 | | | $ | 0 | | | 170,418 | | | 359,588 | | | | | |
The Development and Value-Add Properties Activity table is continued on the following page. |
|
| | | | | | | | | | | | | | | | | | |
DEVELOPMENT ACTIVITY | | | | Costs Incurred | | | | Anticipated Building Conversion Date |
| | | Costs Transferred in 2017 (1) | | For the Year Ended 12/31/17 | | Cumulative as of 12/31/17 | | Estimated Total Costs (2) | |
| | | | (In thousands) | | |
| | (Unaudited) | | | | | | | | (Unaudited) | | (Unaudited) |
LEASE-UP | | Building Size (Square feet) | | | | | | | | | | |
Alamo Ridge IV, San Antonio, TX | | 97,000 |
| | $ | — |
| | 2,152 |
| | 7,097 |
| | 8,300 |
| | 03/18 |
Weston, Ft. Lauderdale, FL (3) | | 134,000 |
| | — |
| | 1,239 |
| | 15,520 |
| | 16,000 |
| | 03/18 |
Oak Creek VII, Tampa, FL | | 116,000 |
| | 2,153 |
| | 3,978 |
| | 6,131 |
| | 7,500 |
| | 04/18 |
Progress Center 1 & 2, Atlanta, GA (4) | | 132,000 |
| | — |
| | 10,333 |
| | 10,333 |
| | 11,100 |
| | 04/18 |
Eisenhauer Point 3, San Antonio, TX | | 71,000 |
| | — |
| | 3,411 |
| | 6,159 |
| | 6,800 |
| | 06/18 |
SunCoast 4, Ft. Myers, FL | | 93,000 |
| | — |
| | 2,865 |
| | 9,120 |
| | 10,000 |
| | 06/18 |
Steele Creek VII, Charlotte, NC | | 120,000 |
| | 2,393 |
| | 5,404 |
| | 7,797 |
| | 8,600 |
| | 09/18 |
Horizon XII, Orlando, FL | | 140,000 |
| | 3,825 |
| | 7,405 |
| | 11,230 |
| | 12,100 |
| | 12/18 |
Total Lease-Up | | 903,000 |
| | 8,371 |
| | 36,787 |
| | 73,387 |
| | 80,400 |
| | |
UNDER CONSTRUCTION | | |
| | |
| | |
| | |
| | |
| | |
Country Club V, Tucson, AZ | | 300,000 |
| | — |
| | 10,656 |
| | 13,951 |
| | 24,200 |
| | 04/18 |
Kyrene 202 III, IV & V, Phoenix, AZ | | 166,000 |
| | 2,280 |
| | 9,263 |
| | 11,543 |
| | 13,800 |
| | 02/19 |
CreekView 121 3 & 4, Dallas, TX | | 158,000 |
| | 3,701 |
| | 6,610 |
| | 10,311 |
| | 14,200 |
| | 03/19 |
Eisenhauer Point 5, San Antonio, TX | | 98,000 |
| | 1,253 |
| | 4,551 |
| | 5,804 |
| | 7,500 |
| | 03/19 |
Eisenhauer Point 6, San Antonio, TX | | 85,000 |
| | 878 |
| | 3,172 |
| | 4,050 |
| | 5,200 |
| | 03/19 |
Horizon X, Orlando, FL | | 104,000 |
| | 2,101 |
| | 1,449 |
| | 3,550 |
| | 8,000 |
| | 04/19 |
Falcon Field, Phoenix, AZ | | 96,000 |
| | 1,733 |
| | 1,214 |
| | 2,947 |
| | 9,000 |
| | 05/19 |
Airport Commerce Center 3, Charlotte, NC | | 96,000 |
| | 1,653 |
| | 80 |
| | 1,733 |
| | 7,300 |
| | 07/19 |
Settlers Crossing 1, Austin, TX | | 77,000 |
| | 1,494 |
| | 62 |
| | 1,556 |
| | 7,400 |
| | 10/19 |
Settlers Crossing 2, Austin, TX | | 83,000 |
| | 1,606 |
| | 67 |
| | 1,673 |
| | 8,000 |
| | 10/19 |
Total Under Construction | | 1,263,000 |
| | 16,699 |
| | 37,124 |
| | 57,118 |
| | 104,600 |
| | |
PROSPECTIVE DEVELOPMENT (PRIMARILY LAND) | | Estimated Building Size (Square feet) | | |
| | |
| | |
| | |
| | |
Phoenix, AZ | | — |
| | (4,013 | ) | | 120 |
| | — |
| | | | |
Tucson, AZ (5) | | — |
| | — |
| | (417 | ) | | — |
| | | | |
Ft. Myers, FL | | 570,000 |
| | — |
| | 469 |
| | 14,112 |
| | | | |
Miami, FL | | 850,000 |
| | — |
| | 3,632 |
| | 30,876 |
| | | | |
Orlando, FL | | 418,000 |
| | (5,926 | ) | | 917 |
| | 11,120 |
| | | | |
Tampa, FL | | 32,000 |
| | (2,153 | ) | | 32 |
| | 1,560 |
| | | | |
Atlanta, GA | | 196,000 |
| | — |
| | 1,207 |
| | 1,207 |
| | | | |
Jackson, MS | | 28,000 |
| | — |
| | — |
| | 706 |
| | | | |
Charlotte, NC | | 655,000 |
| | (4,046 | ) | | 1,472 |
| | 6,729 |
| | | | |
Austin, TX | | 180,000 |
| | (3,100 | ) | | 6,120 |
| | 3,020 |
| | | | |
Dallas, TX | | 491,000 |
| | (3,701 | ) | | 975 |
| | 9,596 |
| | | | |
El Paso, TX (6) | | — |
| | — |
| | (2,444 | ) | | — |
| | | | |
Houston, TX (7) | | 1,476,000 |
| | — |
| | (184 | ) | | 21,190 |
| | | | |
San Antonio, TX | | 965,000 |
| | (2,131 | ) | | 7,585 |
| | 11,393 |
| | | | |
Total Prospective Development | | 5,861,000 |
| | (25,070 | ) | | 19,484 |
| | 111,509 |
| | | | |
| | 8,027,000 |
| | $ | — |
| | 93,395 |
| | 242,014 |
| | | | |
COMPLETED DEVELOPMENT AND TRANSFERRED TO REAL ESTATE PROPERTIES DURING 2017 | | Building Size (Square feet) | | |
| | |
| | |
| | |
| | Building Conversion Date |
Eisenhauer Point 1 & 2, San Antonio, TX | | 201,000 |
| | $ | — |
| | 19 |
| | 15,795 |
| | | | 01/17 |
South 35th Avenue, Phoenix, AZ (8) | | 125,000 |
| | — |
| | — |
| | 1,664 |
| | | �� | 01/17 |
Alamo Ridge III, San Antonio, TX | | 135,000 |
| | — |
| | 28 |
| | 10,587 |
| | | | 02/17 |
Parc North 1-4, Dallas, TX (9) | | 446,000 |
| | — |
| | 132 |
| | 32,252 |
| | | | 02/17 |
Madison IV & V, Tampa, FL | | 145,000 |
| | — |
| | 549 |
| | 8,074 |
| | | | 03/17 |
Jones Corporate Park, Las Vegas, NV (10) | | 416,000 |
| | — |
| | 275 |
| | 39,815 |
| | | | 04/17 |
Steele Creek VI, Charlotte, NC | | 137,000 |
| | — |
| | 519 |
| | 7,525 |
| | | | 04/17 |
Ten Sky Harbor, Phoenix, AZ | | 64,000 |
| | — |
| | 100 |
| | 5,365 |
| | | | 04/17 |
Horizon V, Orlando, FL | | 141,000 |
| | — |
| | 4,814 |
| | 9,249 |
| | | | 05/17 |
Horizon VII, Orlando, FL | | 109,000 |
| | — |
| | 1,375 |
| | 8,266 |
| | | | 06/17 |
Eisenhauer Point 4, San Antonio, TX | | 85,000 |
| | — |
| | 2,544 |
| | 5,197 |
| | | | 07/17 |
CreekView 121 1 & 2, Dallas, TX | | 193,000 |
| | — |
| | 4,464 |
| | 16,319 |
| | | | 08/17 |
Total Transferred to Real Estate Properties | | 2,197,000 |
| | $ | — |
| | 14,819 |
| | 160,108 |
| | (11) | | |
Footnotes for the Development Activity table are on the following page.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
DEVELOPMENT AND VALUE-ADD PROPERTIES TRANSFERRED TO THE REAL ESTATE PROPERTIES PORTFOLIO DURING 2020 | | | | Costs Incurred | | | | |
| | | Costs Transferred in 2020 (1) | | For the Year Ended 12/31/20 | | Cumulative as of 12/31/20 | | | | |
| | (Unaudited) | | (In thousands) | | | | (Unaudited) |
| | Building Size (Square feet) | | | | | | Building Conversion Date |
| | | | | | |
Logistics Center 6 & 7, Dallas, TX (3) | | 142,000 | | | $ | 0 | | | 19 | | | 15,754 | | | | | 01/20 |
Settlers Crossing 1, Austin, TX | | 77,000 | | | 0 | | | 0 | | | 9,259 | | | | | 01/20 |
Settlers Crossing 2, Austin, TX | | 83,000 | | | 0 | | | 0 | | | 8,475 | | | | | 01/20 |
Parc North 5, Dallas, TX | | 100,000 | | | 0 | | | 20 | | | 8,709 | | | | | 02/20 |
Airport Commerce Center 3, Charlotte, NC | | 96,000 | | | 0 | | | 335 | | | 8,891 | | | | | 03/20 |
Horizon VIII & IX, Orlando, FL | | 216,000 | | | 0 | | | 887 | | | 17,488 | | | | | 04/20 |
Ten West Crossing 8, Houston, TX | | 132,000 | | | 0 | | | 67 | | | 9,831 | | | | | 04/20 |
Tri-County Crossing 1 & 2, San Antonio, TX | | 203,000 | | | 0 | | | 189 | | | 15,575 | | | | | 04/20 |
SunCoast 8, Ft. Myers, FL | | 77,000 | | | 0 | | | 3,665 | | | 8,149 | | | | | 05/20 |
CreekView 121 5 & 6, Dallas, TX | | 139,000 | | | 0 | | | 2,112 | | | 15,263 | | | | | 06/20 |
Parc North 6, Dallas, TX | | 96,000 | | | 0 | | | 2,451 | | | 10,741 | | | | | 07/20 |
SunCoast 6, Ft. Myers, FL | | 81,000 | | | 0 | | | 445 | | | 8,379 | | | | | 07/20 |
Arlington Tech Centre 1 & 2, Dallas, TX (3) | | 151,000 | | | 0 | | | 578 | | | 13,855 | | | | | 08/20 |
Gateway 5, Miami, FL | | 187,000 | | | 0 | | | 1,664 | | | 24,769 | | | | | 08/20 |
Steele Creek IX, Charlotte, NC | | 125,000 | | | 0 | | | 1,986 | | | 11,106 | | | | | 08/20 |
Grand Oaks 75 2, Tampa, FL (3) | | 150,000 | | | 0 | | | 1,777 | | | 14,892 | | | | | 09/20 |
Rocky Point 2, San Diego, CA (3) | | 109,000 | | | 0 | | | 583 | | | 19,858 | | | | | 09/20 |
Southwest Commerce Center, Las Vegas, NV (3) | | 196,000 | | | 0 | | | 1,772 | | | 28,385 | | | | | 10/20 |
Total Transferred to Real Estate Properties | | 2,360,000 | | | $ | 0 | | | 18,550 | | | 249,379 | | | (5) | | |
| |
(1) | Represents costs transferred from Prospective Development (primarily land) to Under Construction during the period. Negative amounts represent land inventory costs transferred to Under Construction. |
| |
(2) | Included in these costs are development obligations of $29.0 million and tenant improvement obligations of $5.8 million on properties under development. |
| |
(3) | This project was acquired by EastGroup on 11/1/16 and underwent redevelopment. |
| |
(4) | This project was acquired by EastGroup on 12/12/17 during the lease-up phase. |
| |
(5) | Negative amount represents land inventory costs transferred to Real Estate Properties for storage yard and parking lot expansion. |
| |
(6) | Negative amount represents land sold on 11/3/17. |
| |
(7) | Negative amount represents West Road retention ponds and infrastructure conveyed to West Harris County Municipal Utility District. |
| |
(8) | This property was redeveloped from a manufacturing building to a multi-tenant distribution building. |
| |
(9) | This project was acquired by EastGroup on 7/8/16 during the lease-up phase. |
| |
(10) | This project was acquired by EastGroup on 11/15/16 during the lease-up phase. |
| |
(11) | Represents cumulative costs at the date of transfer. |
Future Minimum Rental Receipts(1)Represents costs transferred from Prospective Development (primarily land) to Under Non-CancelableConstruction during the period. Negative amounts represent land inventory costs transferred to Under Construction.
(2)Included in these costs are development obligations of $33.0 million and tenant improvement obligations of $4.9 million on properties under development.
(3)Represents value-add projects acquired by EastGroup.
(4)Negative amount represents land inventory transferred to Real Estate Properties for trailer storage expansion.
(5)Represents cumulative costs at the date of transfer.
Ground Leases
On January 1, 2019, EastGroup adopted the principles of FASB ASC 842, Leases, and its related ASUs. In connection with the adoption, the Company recorded right of use assets for its ground leases, which are classified as operating leases, using the effective date transition option; under this option, prior years are not restated. As of January 1, 2019, the Company recorded right of use assets for its ground leases of $10,226,000. In April 2019, the Company acquired Logistics Center 6 & 7 in Dallas, which is located on land under a ground lease. The following schedule indicates approximate future minimum rental receipts under non-cancelableCompany recorded a right of use asset of $2,679,000 in connection with this acquisition. There were no new ground leases for real estate properties by year asin 2020. As of December 31, 2017:2020 and 2019, the unamortized balances of the Company’s right of use assets for its ground leases were $11,073,000 and $11,997,000, respectively. The right of use assets for ground leases are included in Real estate properties on the Consolidated Balance Sheets.
|
| | | | |
Years Ending December 31, | | (In thousands) |
2018 | | $ | 204,614 |
|
2019 | | 177,110 |
|
2020 | | 139,791 |
|
2021 | | 100,559 |
|
2022 | | 74,092 |
|
Thereafter | | 147,960 |
|
Total minimum receipts | | $ | 844,126 |
|
Ground Leases
As of December 31, 2017,2020 and 2019, the Company owned twooperated 2 properties in Florida, two3 properties in Texas and one1 property in Arizona that are subject to ground leases. These leases have terms of 40 to 50 years, expiration dates of August 2031 to November 2037,October 2058, and renewal options of 15 to 35 years, except for the one lease in Arizona which is automatically and perpetually renewed annually. The Company has included renewal options in the lease terms for calculating the ground lease assets and liabilities as the Company is reasonably certain it will exercise these options. Total ground lease expenditures for the years ended December 31, 2017, 20162020, 2019 and 20152018 were $760,000, $756,000$1,051,000, $966,000 and $756,000,$783,000, respectively. Payments are subject to increases at 3 to 10 year intervals based upon the agreed or appraised fair market value of the leased premises on the adjustment date or the Consumer Price Index percentage increase since the base rent date. These future changes in payments will be considered variable payments and will not impact the assessment of the asset or liability unless there is a significant event that triggers reassessment, such as amendment with a change in the terms of the lease. The weighted-average remaining lease term as of December 31, 2020, for the ground leases is 42 years.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following schedule indicates approximate future minimum ground lease payments for these properties by year as of December 31, 2017:2020:
Future Minimum Ground Lease Payments as of December 31, 2020
| | | | | | | | |
Years Ending December 31, | | (In thousands) |
2021 | | $ | 970 | |
2022 | | 970 | |
2023 | | 975 | |
2024 | | 999 | |
2025 | | 999 | |
Thereafter | | 37,917 | |
Total minimum payments | | 42,830 | |
Imputed interest (1) | | (31,631) | |
Total ground leases | | $ | 11,199 | |
(1)As the Company’s leases do not provide an implicit rate, in order to calculate the present value of the remaining ground lease payments, the Company used its incremental borrowing rate, adjusted for a number of factors, including the long-term nature of the ground leases, the Company’s estimated borrowing costs, and the estimated fair value of the underlying land, to determine the imputed interest for its ground leases. The Company elected to use the portfolio approach as all of its ground leases in place as of January 1, 2019, have similar characteristics and determined 7.3% as the appropriate rate as of January 1, 2019, for all leases in place at that time. For the ground lease obtained during April 2019, the Company used its incremental borrowing rate, adjusted for the factors discussed above, which was determined to be 8.0%.
(3)UNCONSOLIDATED INVESTMENT
|
| | | | |
Years Ending December 31, | | (In thousands) |
2018 | | $ | 761 |
|
2019 | | 761 |
|
2020 | | 761 |
|
2021 | | 761 |
|
2022 | | 761 |
|
Thereafter | | 9,729 |
|
Total minimum payments | | $ | 13,534 |
|
| |
(3) | UNCONSOLIDATED INVESTMENT |
The Company owns a 50% undivided tenant-in-common interest in Industry Distribution Center II, a 309,000 square foot warehouse distribution building in the City of Industry (Los Angeles), California. The building was constructed in 1998 and is 100% leased through December 20182021 to a single tenant who owns the other 50% interest in the property. This investment is accounted for under the equity method of accounting and had a carrying value of $8,029,000$7,446,000 at December 31, 2017,2020, and $7,681,000$7,805,000 at December 31, 2016.2019.
(4)MORTGAGE LOANS RECEIVABLE
As of December 31, 2019, the Company had one mortgage loan receivable which was classified as a first mortgage loan with an effective interest rate of 5.15% and a maturity date in December 2022. The Company's mortgage loan receivable was fully collected during the year ended December 31, 2020. Mortgage loans receivable are included in Other assets on the Consolidated Balance Sheets. See Note 5 for a summary of Other assets.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(5)OTHER ASSETS
| |
(4) | MORTGAGE LOANS RECEIVABLE |
As of December 31, 2016, the Company had two mortgage loans receivable, both of which were classified as first mortgage loans, with effective interest rates of 5.25% and maturity dates in October 2017. During 2017, the loan agreements were amended and restated. As of December 31, 2017, EastGroup had two mortgage loans receivable, both of which were classified as first mortgage loans, with effective interest rates of 5.15% and maturity dates in December 2022. Mortgage loans receivable are included in Other assets on the Consolidated Balance Sheets. See Note 5 for a summary of Other assets.
A summary of the Company’s Other assets follows:
| | | December 31, | | December 31, |
2017 | | 2016 | | 2020 | | 2019 |
(In thousands) | | (In thousands) |
Leasing costs (principally commissions) | $ | 72,722 |
| | 65,521 |
| Leasing costs (principally commissions) | $ | 95,914 | | | 89,191 | |
Accumulated amortization of leasing costs | (27,973 | ) | | (26,340 | ) | Accumulated amortization of leasing costs | (38,371) | | | (34,963) | |
Leasing costs (principally commissions), net of accumulated amortization | 44,749 |
| | 39,181 |
| Leasing costs (principally commissions), net of accumulated amortization | 57,543 | | | 54,228 | |
| | | | |
Straight-line rents receivable | 31,609 |
| | 28,369 |
| |
Allowance for doubtful accounts on straight-line rents receivable | (48 | ) | | (76 | ) | |
Straight-line rents receivable, net of allowance for doubtful accounts | 31,561 |
| | 28,293 |
| |
| | | | |
Accounts receivable | 6,004 |
| | 6,824 |
| |
Allowance for doubtful accounts on accounts receivable | (577 | ) | | (809 | ) | |
Accounts receivable, net of allowance for doubtful accounts | 5,427 |
| | 6,015 |
| |
| | | | | | | |
Acquired in-place lease intangibles | 20,690 |
| | 21,231 |
| Acquired in-place lease intangibles | 28,107 | | | 28,834 | |
Accumulated amortization of acquired in-place lease intangibles | (8,974 | ) | | (8,642 | ) | Accumulated amortization of acquired in-place lease intangibles | (13,554) | | | (11,918) | |
Acquired in-place lease intangibles, net of accumulated amortization | 11,716 |
| | 12,589 |
| Acquired in-place lease intangibles, net of accumulated amortization | 14,553 | | | 16,916 | |
| | | | | | | |
Acquired above market lease intangibles | 1,550 |
| | 1,594 |
| Acquired above market lease intangibles | 1,825 | | | 1,721 | |
Accumulated amortization of acquired above market lease intangibles | (794 | ) | | (736 | ) | Accumulated amortization of acquired above market lease intangibles | (1,231) | | | (1,007) | |
Acquired above market lease intangibles, net of accumulated amortization | 756 |
| | 858 |
| Acquired above market lease intangibles, net of accumulated amortization | 594 | | | 714 | |
| | | | | | | |
Straight-line rents receivable | | Straight-line rents receivable | 43,079 | | | 40,369 | |
Accounts receivable | | Accounts receivable | 6,256 | | | 5,581 | |
Mortgage loans receivable | 4,581 |
| | 4,752 |
| Mortgage loans receivable | 0 | | | 1,679 | |
Interest rate swap assets | 6,034 |
| | 4,546 |
| Interest rate swap assets | 0 | | | 3,485 | |
| Right of use assets - Office leases (operating) | | Right of use assets - Office leases (operating) | 2,131 | | | 2,115 | |
Receivable for common stock offerings | | Receivable for common stock offerings | 1,942 | | | 0 | |
Goodwill | 990 |
| | 990 |
| Goodwill | 990 | | | 990 | |
| Prepaid expenses and other assets | 11,490 |
| | 7,606 |
| Prepaid expenses and other assets | 22,491 | | | 18,545 | |
Total Other assets | $ | 117,304 |
| | 104,830 |
| Total Other assets | $ | 149,579 | | | 144,622 | |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(6)UNSECURED BANK CREDIT FACILITIES
| |
(6) | UNSECURED BANK CREDIT FACILITIES |
EastGroupThe Company has a $300$350 million unsecured revolvingbank credit facility with a group of nine banks that matures in9 banks; the facility has a maturity date of July 2019.30, 2022. The credit facility contains options for a one-year extensiontwo six-month extensions (at the Company's election) and a $150 million expansionaccordion (with agreement by all parties). The interest rate on each tranche is usually reset on a monthly basis and as of December 31, 2017,2020, was LIBOR plus 100 basis points with an annual facility fee of 20 basis points. The margin and facility fee are subject to changes in the Company's credit ratings. The Company has designated an interest rate swap to an $80 million unsecured bank credit facility draw that effectively fixes the interest rate on the $80 million draw to 2.020% through the interest rate swap's maturity date of August 15, 2018. As of December 31, 2017, EastGroup2020, the Company had an additional $110,000,000$125,000,000 of variable rate borrowings outstanding on this unsecured bank credit facility with a weighted average interest rate of 2.528%1.152%. The Company has a standby letter of credit of $674,000 pledged on this facility.
The Company also has a $35$45 million unsecured revolvingbank credit facility that matures inwith a maturity date of July 2019. This credit facility automatically extends for one year30, 2022, or such later date as designated by the bank; the Company also has two six-month extensions available if the extension optionoptions in the $300$350 million revolving credit facility isare exercised. The interest rate is reset on a daily basis and as of December 31, 2017,2020, was LIBOR plus 100 basis points with an annual facility fee of 20 basis points. The margin and facility fee are subject to changes in the Company's credit ratings. AtAs of December 31, 2017,2020, the interest rate was 2.564% on a balance of $6,339,000.1.144% with 0 outstanding balance.
Average unsecured bank credit facilities borrowings were $114,751,000$87,095,000 in 2017, $106,352,0002020, $172,175,000 in 20162019 and $109,777,000$141,223,000 in 2015,2018, with weighted average interest rates (excluding amortization of facility fees and debt issuance costs) of 2.07%1.86% in 2017, 1.49%2020, 3.34% in 20162019 and 1.29%2.64% in 2015.2018. Amortization of facility fees was $670,000, $670,000$790,000, $790,000 and $608,000$736,000 for 2017, 20162020, 2019 and 2015,2018, respectively. Amortization of debt issuance costs for the Company's unsecured bank credit facilities was $451,000, $450,000$561,000, $556,000 and $493,000$508,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company’s unsecured bank credit facilities have certain restrictive covenants, such as maintaining debt service coverage and leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its financial debt covenants at December 31, 2017.2020.
See Note 7 for a detail of the outstanding balances of the Company's Unsecured bank credit facilities as of December 31, 20172020 and 2016.2019.
| |
(7) | UNSECURED AND SECURED DEBT |
(7)UNSECURED AND SECURED DEBT
The Company's debt is detailed below. EastGroup presents debt issuance costs as reductions of Unsecured bank credit facilities, Unsecured debt and Secured debt on the Consolidated Balance Sheets as detailed below.
| | | | | | | | | | | |
| December 31, |
| 2020 | | 2019 |
| (In thousands) |
Unsecured bank credit facilities - variable rate, carrying amount | $ | 125,000 | | | 112,710 | |
Unamortized debt issuance costs | (806) | | | (1,316) | |
Unsecured bank credit facilities | 124,194 | | | 111,394 | |
| | | |
Unsecured debt - fixed rate, carrying amount (1) | 1,110,000 | | | 940,000 | |
Unamortized debt issuance costs | (2,292) | | | (1,885) | |
Unsecured debt | 1,107,708 | | | 938,115 | |
| | | |
Secured debt - fixed rate, carrying amount (1) | 79,096 | | | 133,422 | |
Unamortized debt issuance costs | (103) | | | (329) | |
Secured debt | 78,993 | | | 133,093 | |
| | | |
Total debt | $ | 1,310,895 | | | 1,182,602 | |
(1)These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps.
|
| | | | | | |
| December 31, 2017 | | December 31, 2016 |
| (In thousands) |
Unsecured bank credit facilities - variable rate, carrying amount | $ | 116,339 |
| | 112,020 |
|
Unsecured bank credit facilities - fixed rate, carrying amount (1) | 80,000 |
| | 80,000 |
|
Unamortized debt issuance costs | (630 | ) | | (1,030 | ) |
Unsecured bank credit facilities | 195,709 |
| | 190,990 |
|
| | | |
Unsecured debt - fixed rate, carrying amount (1) | 715,000 |
| | 655,000 |
|
Unamortized debt issuance costs | (1,939 | ) | | (2,162 | ) |
Unsecured debt | 713,061 |
| | 652,838 |
|
| | | |
Secured debt - fixed rate, carrying amount (1) | 200,354 |
| | 258,594 |
|
Unamortized debt issuance costs | (842 | ) | | (1,089 | ) |
Secured debt | 199,512 |
| | 257,505 |
|
| | | |
Total debt | $ | 1,108,282 |
| | 1,101,333 |
|
| |
(1) | These loans have a fixed interest rate or an effectively fixed interest rate due to interest rate swaps. |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A summary of the carrying amount of Unsecured debt follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Balance at December 31, |
| Margin Above LIBOR | Interest Rate | | Maturity Date | | 2020 | | 2019 |
| | | | | | (In thousands) |
$75 Million Unsecured Term Loan (1) | 1.10% | 3.45% | | 12/20/2020 | | $ | 0 | | | 75,000 | |
$40 Million Unsecured Term Loan (1) | 1.10% | 2.34% | | 07/30/2021 | | 40,000 | | | 40,000 | |
$75 Million Unsecured Term Loan (1) | 1.40% | 3.03% | | 02/28/2022 | | 75,000 | | | 75,000 | |
$65 Million Unsecured Term Loan (1) | 1.10% | 2.31% | | 04/01/2023 | | 65,000 | | | 65,000 | |
$100 Million Senior Unsecured Notes: | | | | | | | | |
$30 Million Notes | Not applicable | 3.80% | | 08/28/2020 | | 0 | | | 30,000 | |
$50 Million Notes | Not applicable | 3.80% | | 08/28/2023 | | 50,000 | | | 50,000 | |
$20 Million Notes | Not applicable | 3.80% | | 08/28/2025 | | 20,000 | | | 20,000 | |
$60 Million Senior Unsecured Notes | Not applicable | 3.46% | | 12/13/2024 | | 60,000 | | | 60,000 | |
$100 Million Senior Unsecured Notes: | | | | | | | | |
$60 Million Notes | Not applicable | 3.48% | | 12/15/2024 | | 60,000 | | | 60,000 | |
$40 Million Notes | Not applicable | 3.75% | | 12/15/2026 | | 40,000 | | | 40,000 | |
$25 Million Senior Unsecured Notes | Not applicable | 3.97% | | 10/01/2025 | | 25,000 | | | 25,000 | |
$50 Million Senior Unsecured Notes | Not applicable | 3.99% | | 10/07/2025 | | 50,000 | | | 50,000 | |
$60 Million Senior Unsecured Notes | Not applicable | 3.93% | | 04/10/2028 | | 60,000 | | | 60,000 | |
$80 Million Senior Unsecured Notes | Not applicable | 4.27% | | 03/28/2029 | | 80,000 | | | 80,000 | |
$35 Million Senior Unsecured Notes | Not applicable | 3.54% | | 08/15/2031 | | 35,000 | | | 35,000 | |
$75 Million Senior Unsecured Notes | Not applicable | 3.47% | | 08/19/2029 | | 75,000 | | | 75,000 | |
$100 Million Unsecured Term Loan (1) | 1.50% | 2.75% | | 10/10/2026 | | 100,000 | | | 100,000 | |
$100 Million Unsecured Term Loan (1) | 1.45% | 2.39% | | 03/25/2027 | | 100,000 | | | 0 | |
$100 Million Senior Unsecured Notes | Not applicable | 2.61% | | 10/14/2030 | | 100,000 | | | 0 | |
$75 Million Senior Unsecured Notes | Not applicable | 2.71% | | 10/14/2032 | | 75,000 | | | 0 | |
| | | | | | $ | 1,110,000 | | | 940,000 | |
(1)The interest rates on these unsecured term loans are comprised of LIBOR plus a margin which is subject to a pricing grid for changes in the Company's coverage ratings. The Company entered into interest rate swap agreements (further described in Note 13) to convert the loans' LIBOR rates to effectively fixed interest rates. The interest rates in the table above are the effectively fixed interest rates for the loans, including the effects of the interest rate swaps, as of December 31, 2020.
In March 2020, the Company closed a $100 million senior unsecured term loan with a seven-year term and interest only payments. It bears interest at the annual rate of LIBOR plus an applicable margin (1.45% as of December 31, 2020) based on the Company’s senior unsecured long-term debt rating. The Company also entered into an interest rate swap agreement to convert the loan’s LIBOR rate component to a fixed interest rate for the entire term of the loan providing a total effective fixed interest rate of 2.39%.
In July 2020, the Company and a group of lenders agreed to terms on the private placement of $175 million of senior unsecured notes with a weighted average fixed interest rate of 2.65%. The $100 million note has a 10-year term and a fixed interest rate of 2.61%, and the $75 million note has a 12-year term and a fixed interest rate of 2.71%. These maturity dates complement the Company's existing debt maturity schedule. The notes dated August 17, 2020, were issued and sold on October 14, 2020 and require interest-only payments. The notes will not be and have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
In August 2020, the Company made a required $30 million principal repayment on $100 million of senior unsecured notes with a fixed interest rate of 3.80%.
In December 2020, the Company repaid a $75 million unsecured term loan at maturity with an effectively fixed interest rate of 3.45%.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
| | | | | | | | | | | |
| | | | | | Balance at December 31, |
| Margin Above LIBOR | Interest Rate | | Maturity Date | | 2017 | | 2016 |
| | | | | | (In thousands) |
$50 Million Unsecured Term Loan | Not applicable | 3.910% | | 12/21/2018 | | $ | 50,000 |
| | 50,000 |
|
$75 Million Unsecured Term Loan (1) | 1.150% | 2.846% | | 07/31/2019 | | 75,000 |
| | 75,000 |
|
$75 Million Unsecured Term Loan (1) | 1.100% | 3.452% | | 12/20/2020 | | 75,000 |
| | 75,000 |
|
$40 Million Unsecured Term Loan (1) | 1.100% | 2.335% | | 07/30/2021 | | 40,000 |
| | 40,000 |
|
$75 Million Unsecured Term Loan (1) | 1.400% | 3.031% | | 02/28/2022 | | 75,000 |
| | 75,000 |
|
$65 Million Unsecured Term Loan (1) | 1.650% | 2.863% | | 04/01/2023 | | 65,000 |
| | 65,000 |
|
$100 Million Senior Unsecured Notes: | | | | | | | | |
$30 Million Notes | Not applicable | 3.800% | | 08/28/2020 | | 30,000 |
| | 30,000 |
|
$50 Million Notes | Not applicable | 3.800% | | 08/28/2023 | | 50,000 |
| | 50,000 |
|
$20 Million Notes | Not applicable | 3.800% | | 08/28/2025 | | 20,000 |
| | 20,000 |
|
$60 Million Senior Unsecured Notes | Not applicable | 3.460% | | 12/13/2024 | | 60,000 |
| | — |
|
$100 Million Senior Unsecured Notes: | | | | | | | | |
$60 Million Notes | Not applicable | 3.480% | | 12/15/2024 | | 60,000 |
| | 60,000 |
|
$40 Million Notes | Not applicable | 3.750% | | 12/15/2026 | | 40,000 |
| | 40,000 |
|
$25 Million Senior Unsecured Notes | Not applicable | 3.970% | | 10/01/2025 | | 25,000 |
| | 25,000 |
|
$50 Million Senior Unsecured Notes | Not applicable | 3.990% | | 10/07/2025 | | 50,000 |
| | 50,000 |
|
| | | | | | $ | 715,000 |
| | 655,000 |
|
| |
(1) | The interest rates on these unsecured term loans are comprised of LIBOR plus a margin which is subject to a pricing grid for changes in the Company's coverage ratings. The Company entered into interest rate swap agreements (further described in Note 13) to convert the loans' LIBOR rates to effectively fixed interest rates. The interest rates in the table above are the effectively fixed interest rates for the loans, including the effects of the interest rate swaps, as of December 31, 2017. |
The Company’s unsecured debt instruments have certain restrictive covenants, such as maintaining debt service coverage and leverage ratios and maintaining insurance coverage, and the Company was in compliance with all of its financial debt covenants at December 31, 2017.2020.
A summary of the carrying amount of Secured debt follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Interest Rate | | Monthly Principal & Interest Payment | | Maturity Date | | Carrying Amount of Securing Real Estate at December 31, 2020 | | Balance at December 31, |
Property | | | | | | 2020 | | 2019 |
| | | | | | | | (In thousands) |
40th Avenue, Beltway Crossing V, Centennial Park, Executive Airport, Interchange Park I, Ocean View, Wetmore 5-8 and World Houston 26, 28, 29 & 30 | | 4.39% | | 463,778 | | | Repaid | | $ | 0 | | | 0 | | | 48,772 | |
Colorado Crossing, Interstate I-III, Rojas, Steele Creek 1 & 2, Venture and World Houston 3-9 (1) | | 4.75% | | 420,045 | | | 06/05/2021 | | 47,774 | | | 41,610 | | | 44,596 | |
Arion 18, Beltway Crossing VI & VII, Commerce Park II & III, Concord, Interstate V-VII, Lakeview, Ridge Creek II, Southridge IV & V and World Houston 32 | | 4.09% | | 329,796 | | | 01/05/2022 | | 52,034 | | | 35,220 | | | 37,682 | |
Ramona | | 3.85% | | 16,287 | | | 11/30/2026 | | 8,697 | | | 2,266 | | | 2,372 | |
| | | | | | | | $ | 108,505 | | | 79,096 | | | 133,422 | |
|
| | | | | | | | | | | | | | | | | |
| | Interest Rate | | Monthly P&I Payment | | Maturity Date | | Carrying Amount of Securing Real Estate at December 31, 2017 | | Balance at December 31, |
Property | | | | | | 2017 | | 2016 |
| | | | | | | | (In thousands) |
Arion 16, Broadway VI, Chino, East University I & II, Northpark, Santan 10 II, 55th Avenue and World Houston 1 & 2, 21 & 23 | | 5.57% | | 518,885 |
| | Repaid | | $ | — |
| | — |
| | 47,496 |
|
Dominguez, Industry I & III, Kingsview, Shaw, Walnut and Washington | | 7.50% | | 539,747 |
| | 05/05/2019 | | 45,886 |
| | 49,580 |
| | 52,231 |
|
Blue Heron II | | 5.39% | | 16,176 |
| | 02/29/2020 | | 4,425 |
| | 409 |
| | 576 |
|
40th Avenue, Beltway Crossing V, Centennial Park, Executive Airport, Interchange Park I, Ocean View, Wetmore 5-8 and World Houston 26, 28, 29 & 30 | | 4.39% | | 463,778 |
| | 01/05/2021 | | 67,796 |
| | 55,317 |
| | 58,380 |
|
Colorado Crossing, Interstate I-III, Rojas, Steele Creek 1 & 2, Venture and World Houston 3-9 | | 4.75% | | 420,045 |
| | 06/05/2021 | | 56,000 |
| | 50,161 |
| | 52,752 |
|
Arion 18, Beltway Crossing VI & VII, Commerce Park II & III, Concord, Interstate V-VII, Lakeview, Ridge Creek II, Southridge IV & V and World Houston 32 | | 4.09% | | 329,796 |
| | 01/05/2022 | | 56,440 |
| | 42,315 |
| | 44,493 |
|
Ramona | | 3.85% | | 16,287 |
| | 11/30/2026 | | 9,027 |
| | 2,572 |
| | 2,666 |
|
| | | | |
| | | | $ | 239,574 |
| | 200,354 |
| | 258,594 |
|
(1)During 2019, the Company executed a collateral release for World Houston 5; this property was sold during 2019 and is no longer considered to be collateral securing this loan.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSIn October 2020, EastGroup repaid (with no penalty) a mortgage loan with a balance of $45.9 million, an interest rate of 4.39% and an original maturity date of January 5, 2021.
The Company currently intends to repay its debt obligations, both in the short-term and long-term, through its operating cash flows, borrowings under its unsecured bank credit facilities, proceeds from new debt (primarily unsecured), and/or proceeds from the issuance of equity instruments.
PrincipalScheduled principal payments on long-term debt, including Unsecured debt and Secured debt (not including Unsecured bank credit facilities), due during the next five years as of December 31, 20172020 are as follows:
| | | | | | | | |
Years Ending December 31, | | (In thousands) |
2021 | | $ | 84,285 | |
2022 | | 107,770 | |
2023 | | 115,119 | |
2024 | | 120,122 | |
2025 | | 95,128 | |
|
| | | | |
Years Ending December 31, | | (In thousands) |
2018 | | $ | 61,314 |
|
2019 | | 130,569 |
|
2020 | | 114,096 |
|
2021 | | 129,563 |
|
2022 | | 107,769 |
|
| |
(8) | ACCOUNTS PAYABLE AND ACCRUED EXPENSES |
A summary of the Company’s Accounts payable and accrued expenses follows:
|
| | | | | | |
| December 31, |
2017 | | 2016 |
(In thousands) |
Property taxes payable | $ | 12,081 |
| | 14,186 |
|
Development costs payable | 9,699 |
| | 9,844 |
|
Real estate improvements and capitalized leasing costs payable | 3,957 |
| | 2,304 |
|
Interest payable | 3,744 |
| | 3,822 |
|
Dividends payable on unvested restricted stock | 1,365 |
| | 1,530 |
|
Book overdraft (1) | 20,902 |
| | 14,452 |
|
Other payables and accrued expenses | 13,219 |
| | 6,563 |
|
Total Accounts payable and accrued expenses | $ | 64,967 |
| | 52,701 |
|
(1) Represents unfunded outstanding checks for which the bank has not advanced cash to the Company. See Note 1(p).
A summary of the Company’s Other liabilities follows:
|
| | | | | | |
| December 31, |
2017 | | 2016 |
(In thousands) |
Security deposits | $ | 16,668 |
| | 14,782 |
|
Prepaid rent and other deferred income | 9,352 |
| | 9,795 |
|
| | | |
Acquired below-market lease intangibles | 4,135 |
| | 4,012 |
|
Accumulated amortization of below-market lease intangibles | (2,147 | ) | | (1,662 | ) |
Acquired below-market lease intangibles, net of accumulated amortization | 1,988 |
| | 2,350 |
|
| | | |
Interest rate swap liabilities | 695 |
| | 2,578 |
|
Prepaid tenant improvement reimbursements | 124 |
| | 343 |
|
Other liabilities | 15 |
| | 16 |
|
Total Other liabilities | $ | 28,842 |
| | 29,864 |
|
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| |
(10) | COMMON STOCK ACTIVITY |
(8)ACCOUNTS PAYABLE AND ACCRUED EXPENSES
A summary of the Company’s Accounts payable and accrued expenses follows:
| | | | | | | | | | | |
| December 31, |
2020 | | 2019 |
(In thousands) |
Property taxes payable | $ | 3,524 | | | 2,696 | |
Development costs payable | 6,427 | | | 11,766 | |
Real estate improvements and capitalized leasing costs payable | 5,692 | | | 4,636 | |
Interest payable | 6,537 | | | 6,370 | |
Dividends payable | 32,677 | | | 30,714 | |
Book overdraft (1) | 5,176 | | | 25,771 | |
Other payables and accrued expenses | 9,540 | | | 10,071 | |
Total Accounts payable and accrued expenses | $ | 69,573 | | | 92,024 | |
(1) Represents checks written before the end of the period which have not cleared the bank; therefore, the bank has not yet advanced cash to the Company. When the checks clear the bank, they will be funded through the Company's working cash line of credit. See Note 1(p).
(9)OTHER LIABILITIES
A summary of the Company’s Other liabilities follows:
| | | | | | | | | | | |
| December 31, |
2020 | | 2019 |
(In thousands) |
Security deposits | $ | 22,140 | | | 20,351 | |
Prepaid rent and other deferred income | 14,694 | | | 13,855 | |
Operating lease liabilities — Ground leases | 11,199 | | | 12,048 | |
Operating lease liabilities — Office leases | 2,167 | | | 2,141 | |
| | | |
Acquired below-market lease intangibles | 9,019 | | | 8,616 | |
Accumulated amortization of acquired below-market lease intangibles | (6,168) | | | (4,494) | |
Acquired below-market lease intangibles, net of accumulated amortization | 2,851 | | | 4,122 | |
| | | |
Interest rate swap liabilities | 10,752 | | | 678 | |
Prepaid tenant improvement reimbursements | 364 | | | 56 | |
| | | |
Other liabilities | 5,650 | | | 15,872 | |
Total Other liabilities | $ | 69,817 | | | 69,123 | |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(10)COMMON STOCK ACTIVITY
The following table presents the common stock activity for the three years ended December 31, 2017:2020:
| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
2020 | | 2019 | | 2018 |
Common Stock (in shares) |
Shares outstanding at beginning of year | 38,925,953 | | | 36,501,356 | | | 34,758,167 | |
Common stock offerings | 709,924 | | | 2,388,342 | | | 1,706,474 | |
Dividend reinvestment plan | 0 | | | 1,893 | | | 1,844 | |
Incentive restricted stock granted | 69,446 | | | 59,943 | | | 50,217 | |
Incentive restricted stock forfeited | (440) | | | (3,010) | | | 0 | |
Director common stock awarded | 8,182 | | | 6,384 | | | 8,478 | |
Director restricted stock granted | 208 | | | 0 | | | 0 | |
Restricted stock withheld for tax obligations | (36,445) | | | (28,955) | | | (23,824) | |
Shares outstanding at end of year | 39,676,828 | | | 38,925,953 | | | 36,501,356 | |
|
| | | | | | | | |
| Years Ended December 31, |
2017 | | 2016 | | 2015 |
Common Shares |
Shares outstanding at beginning of year | 33,332,213 |
| | 32,421,460 |
| | 32,232,587 |
|
Common stock offerings | 1,370,457 |
| | 875,052 |
| | 106,751 |
|
Dividend reinvestment plan | 2,744 |
| | 3,326 |
| | 4,536 |
|
Incentive restricted stock granted | 93,285 |
| | 80,529 |
| | 100,622 |
|
Incentive restricted stock forfeited | (16,000 | ) | | (910 | ) | | — |
|
Director common stock awarded | 8,881 |
| | 10,072 |
| | 9,373 |
|
Director restricted stock granted | 282 |
| | — |
| | — |
|
Restricted stock withheld for tax obligations | (33,695 | ) | | (57,316 | ) | | (32,409 | ) |
Shares outstanding at end of year | 34,758,167 |
| | 33,332,213 |
| | 32,421,460 |
|
Common Stock Issuances
The following table presents the common stock issuance activity for the three years ended December 31, 2017:2020:
| | | | | | | | | | | | | | |
Years Ended December 31, | | Number of Shares of Common Stock Issued | | Net Proceeds |
| | | | (In thousands) |
2020 | | 709,924 | | | $ | 92,663 | |
2019 | | 2,388,342 | | | 284,710 | |
2018 | | 1,706,474 | | | 157,319 | |
|
| | | | | | | |
Years Ended December 31, | | Number of Common Shares Issued | | Net Proceeds |
| | | | (In thousands) |
2017 | | 1,370,457 |
| | $ | 109,207 |
|
2016 | | 875,052 |
| | 59,283 |
|
2015 | | 106,751 |
| | 6,233 |
|
Dividend Reinvestment Plan
The Company hashad a dividend reinvestment plan that allowsallowed stockholders to reinvest cash distributions in new shares of the Company. On December 12, 2019, the dividend reinvestment plan was terminated and any unsold shares pursuant to the plan were deregistered.
| |
(11) | STOCK-BASED COMPENSATION |
The Company(11)STOCK-BASED COMPENSATION
EastGroup applies the provisions of ASC 718, Compensation – Stock Compensation, to account for its stock-based compensation plans. ASC 718 requires that the compensation cost relating to share-based payment transactions be recognized in the financial statements and that the cost be measured on the fair value of the equity or liability instruments issued.
Equity Incentive Plan
In May 2004, the stockholders of the Company approved the EastGroup Properties, Inc. 2004 Equity Incentive Plan (the “2004 Plan”) that authorized the issuance of up to 1,900,000 shares of common stock to employees in the form of options, stock appreciation rights, restricted stock, deferred stock units, performance shares, bonus stock or stock in lieu of cash compensation. The 2004 Plan was further amended by the Board of Directors in September 2005 and December 2006.
In April 2013, the Board of Directors adopted the EastGroup Properties, Inc. 2013 Equity Incentive Plan (the “2013 Equity Plan”) upon the recommendation of the Compensation Committee; the 2013 Equity Plan was approved by the Company's stockholders and became effective May 29, 2013. The 2013 Equity Plan was further amended by the Board of Directors in March 2017. The 2013 Equity Plan replaced the 2004 Plan and the 2005 Directors Equity Incentive Plan. The 2013 Equity Plan permits the grant of awards to employees and directors with respect to 2,000,000 shares of common stock.
There were 1,671,981, 1,752,3451,527,382, 1,583,223 and 1,802,0001,629,281 total shares available for grant under the 2013 Equity Plan as of December 31, 2017, 20162020, 2019 and 2015,2018, respectively. Typically, the Company issues new shares to fulfill stock grants.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Stock-based compensation cost for employees was $6,309,000, $5,184,000$7,605,000, $8,647,000 and $7,891,000$5,322,000 for 2017, 20162020, 2019 and 2015,2018, respectively, of which $1,458,000, $1,183,000$1,923,000, $2,536,000 and $1,672,000$1,173,000 were capitalized as part of the Company’s development costs for the respective years.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Employee Equity Awards
The Company's restricted stock program is designed to provide incentives for management to achieve goals established by the Compensation Committee of the Company's Board of Directors (the Committee)“Committee”). The awards act as a retention device, as they vest over time, allowing participants to benefit from dividends on shares as well as potential stock appreciation. Equity awards align management's interests with the long-term interests of shareholders. The vesting periods of the Company’s restricted stock plans vary, as determined by the Compensation Committee. Restricted stock is granted to executive officers subject to both continued service and the satisfaction of certain annual performance goals and multi-year market conditions as determined by the Compensation Committee. Restricted stock is granted to non-executive officers subject only to continued service. The cost for market-based awards and awards that only require service is amortized on a straight-line basis over the requisite service periods. The total compensation expense for service and performance based awards is based upon the fair market value of the shares on the grant date.
In March 2017, the Committee evaluated the Company's performance compared to certain annual performance measures (primarily funds from operations (FFO) per share and total shareholder return) for the year ended December 31, 2016. Based on the evaluation, 36,571 shares were awarded to the Company’s executive officers at the grant date (March 2, 2017) fair value of $74.80 per share. These shares vested 20% on the date shares were determined and awarded and will vest 20% per year on January 1 in years 2018, 2019, 2020 and 2021. The shares are being expensed on a straight-line basis over the remaining service period.
Also in March 2017, the Committee evaluated the Company’s total shareholder return, both on an absolute basis for 2016 as well as on a relative basis compared to the NAREIT Equity Index, NAREIT Industrial Index and Russell 2000 Index for the five-year period ended December 31, 2016. Based on the evaluation, 33,289 shares were awarded to the Company’s executive officers at the grant date (March 2, 2017) fair value of $74.80 per share. These shares vested 25% on the date shares were determined and awarded and will vest 25% per year on January 1 in years 2018, 2019 and 2020. The shares are being expensed on a straight-line basis over the remaining service period.
Notwithstanding the foregoing, the shares issued to the Company’s former Chief Financial Officer under these plans became fully vested on the grant date of the awards in the first quarter of 2017.
In the second quarter of 2017, the Committee approved an equity compensation plan for certain of its executive officers based upon certain annual performance measures for 2017, including FFO per share, same property net operating income change, general and administrative costs, and fixed charge coverage. During the first quarter of 2018, the Committee will measure the Company's performance for 2017 against bright-line tests established by the Committee on the grant date of May 10, 2017. The number of shares that may be earned for the achievement of the annual performance measures could range from zero to 21,096. These shares, which have a grant date fair value of $78.18, would vest 20% on the date shares are determined and 20% per year on each January 1 for the subsequent four years. On the grant date of May 10, 2017, the Company began recognizing expense for its estimate of the shares that may be earned pursuant to these awards; the shares are being expensed using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period.
Also in the second quarter of 2017, the Committee approved an equity compensation plan for certain of its executive officers based upon the achievement of individual goals for each of the officers included in the plan. Any shares issued pursuant to the individual goals in this compensation plan will be determined by the Committee in its discretion and issued in the first quarter of 2018. The number of shares to be issued on the grant date for the achievement of individual goals could range from zero to 5,274. These shares would vest 20% on the date shares are determined and awarded and 20% per year on each January 1 for the subsequent four years. The Company will begin recognizing the expense for any shares awarded on the grant date in the first quarter of 2018, and the shares will be expensed on a straight-line basis over the remaining service period.
Also in the second quarter of 2017, the Committee approved a long-term equity compensation plan for certain of the Company’s executive officers that includes three3 components based on total shareholder return and one1 component based only on continued service as of the vesting dates.
The three long-term equity compensation plan components based on total shareholder return are subject to bright-line tests that will compare the Company's total shareholder return to the NAREITNareit Equity Index and to the Company'smember companies of the Nareit industrial REIT peer group.index. The first plan will measuremeasured the bright-line tests over the one-year period endingended December 31, 2017. During the first quarter of 2018, the Committee will measuremeasured the Company's performance for the one-year1-year period against bright-line tests established by the Committee on the grant date of May 10, 2017. The number of shares to be earneddetermined on the measurement date could range from zero to 4,730.was 4,257. These shares would vestvested 100% on March 1, 2018, the date the earned shares arewere determined. On the grant date of May 10, 2017, the Company began recognizing expense for this plan based on the grant date fair value of the awards which was determined using a simulation pricing model developed to specifically accommodate the unique features of the award.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The second plan will measuremeasured the bright-line tests over the two-year period endingended December 31, 2018. During the first quarter of 2019, the Committee will measuremeasured the Company'sCompany’s performance for the two-year2-year period against bright-line tests established by the Committee on the grant date of May 10, 2017. The number of shares to be earneddetermined on the measurement date could range from zero towas 9,460. These shares would vestvested 100% on February 14, 2019, the date the earned shares arewere determined. On the grant date of May 10, 2017, the Company began recognizing expense for this plan based on the grant date fair value of the awards which was determined using a simulation pricing model developed to specifically accommodate the unique features of the award.
The third plan will measuremeasured the bright-line tests over the three-year3-year period endingended December 31, 2019. During the first quarter of 2020, the Committee will measuremeasured the Company'sCompany’s performance for the three-year period against bright-line tests established by the Committee on the grant date of May 10, 2017. The number of shares to be earneddetermined on the measurement date could range from zero towas 18,917. These shares would vestvested 75% on February 13, 2020, the date the earned shares arewere determined, in the first quarter of 2020 and 25% on January 1, 2021. On the grant date of May 10, 2017, the Company began recognizing expense for this plan based on the grant date fair value of the awards which was determined using a simulation pricing model developed to specifically accommodate the unique features of the award.
The component of the long-term equity compensation plan based only on continued service as of the vesting dates was awarded on May 10, 2017. On that date, 5,406 shares were granted to certain executive officers subject only to continued service as of the vesting dates. These shares, which have a grant date fair value of $78.18 per share, will vestvested 25% in the first quarter of 2018 and 25% on each January 1 in yearsof 2019, 2020 and 2021. The shares are beingwere expensed on a straight-line basis over the remaining service period.
Also duringIn the second quarter of 2017, 5,1692018, the Committee approved a long-term equity compensation plan for the Company’s executive officers that includes 1 component based on total shareholder return and 1 component based only on continued service as of the vesting dates.
The component of the long-term equity compensation plan based on total shareholder return is subject to bright-line tests that will compare the Company’s total shareholder return to the Nareit Equity Index and to the member companies of the Nareit industrial index. The plan will measure the bright-line tests over the 3-year period ended December 31, 2020. During the first quarter of 2021, the Committee will measure the Company’s performance for the three-year period against bright-line tests established by the Committee on the grant date of June 1, 2018. The number of shares to be earned on the measurement date could range from 0 to 27,087. These shares would vest 75% on the date the earned shares are determined in the first quarter
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
of 2021 and 25% on January 1, 2022. On the grant date of June 1, 2018, the Company began recognizing expense for this plan based on the grant date fair value of the awards which was determined using a simulation pricing model developed to specifically accommodate the unique features of the award.
The component of the long-term equity compensation plan based only on continued service as of the vesting dates was awarded on June 1, 2018. On that date, 7,884 shares were granted to certainthe Company’s executive officers subject only to continued service as of the vesting dates. These shares, which have a weighted average grant date fair value of $81.27 per share,$95.19, vested 20%25% in the first quarter of each of 2019, 2020 and 2021 and will vest 25% on January 1, 2018, and will vest 20% per year on January 1 in years 2019, 2020, 2021 and 2022. The shares are being expensed on a straight-line basis over the remaining service period.
In the first quarter of 2019, the Committee approved an equity compensation award (the “2019 Annual Grant”) for the Company’s executive officers based upon certain annual performance measures for 2019; the 2019 Annual Grant is comprised of 3 components.
The first component of the 2019 Annual Grant is based upon the following Company performance measures for 2019: (i) same property net operating income change, (ii) debt-to EBITDAre ratio, and (iii) fixed charge coverage. On February 13, 2020, the Committee measured the Company’s performance for 2019 against bright-line tests established by the Committee on the grant date of March 7, 2019 and determined that 9,162 shares were earned. These shares, which have a grant date fair value of $105.97, vested 20% on the date shares were determined, 20% on January 1, 2021 and will vest 20% per year on each January 1 for the subsequent three years. On the grant date of March 7, 2019, the Company began recognizing expense for its estimate of the shares that may be earned pursuant to these awards; the shares are being expensed using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period.
The second component of the 2019 Annual Grant is based upon the Company’s funds from operations (“FFO”) per share for 2019. On February 13, 2020, the Committee measured the Company’s performance for 2019 against bright-line tests established by the Committee on the grant date of August 28, 2019 and determined that 15,990 shares were earned. These shares, which have a grant date fair value of $122.61, vested 20% on the date shares were determined, 20% on January 1, 2021 and will vest 20% per year on each January 1 of 2022, 2023 and 2024. On the grant date of August 28, 2019, the Company began recognizing expense for its estimate of the shares that may be earned pursuant to these awards; the shares are being expensed using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period.
The third component of the 2019 Annual Grant is based upon the achievement of individual goals for each of the officers to whom shares were granted. On February 13, 2020, the Committee evaluated the performance of the officers and, in its discretion, awarded 5,860 shares with a grant date fair value of $141.63. These shares vested 20% on the date shares were determined and awarded and 20% on January 1, 2021 and will vest 20% per year on each January 1 of 2022, 2023 and 2024. The Company began recognizing the expense for the shares awarded on the grant date of February 13, 2020, and the shares will be expensed on a straight-line basis over the remaining service period.
Also duringin the first quarter of 2019, the Committee approved a long-term equity compensation award for the Company’s executive officers that includes 1 component based on total shareholder return and 1 component based only on continued service as of the vesting dates.
The component of the long-term equity compensation award based on total shareholder return is subject to bright-line tests that will compare the Company’s total shareholder return to the Nareit Equity Index and to the member companies of the Nareit industrial index. The award will measure the bright-line tests over the 3-year period ending December 31, 2021. During the first quarter of 2022, the Committee will measure the Company’s performance for the three-year period against bright-line tests established by the Committee on the grant date of March 7, 2019. The aggregate number of shares to be earned on the measurement date could range from 0 to 33,442. These shares would vest 75% on the date the earned shares are determined in the first quarter of 2022 and 25% on January 1, 2023. On the grant date of March 7, 2019, the Company began recognizing expense for this award based on the grant date fair value of the awards which was determined using a simulation pricing model developed to specifically accommodate the unique features of the award.
The component of the long-term equity compensation award based only on continued service as of the vesting dates was awarded on March 7, 2019. On that date, an aggregate of 9,947 shares were granted to the Company’s executive officers subject only to continued service as of the vesting dates. These shares, which have a grant date fair value of $105.97, vested 25% in the first quarter of 2020, 25% on January 1, 2021 and will vest 25% on each January 1 of 2022 and 2023. The shares are being expensed on a straight-line basis over the remaining service period.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
In the first quarter of 2020, the Committee approved an equity compensation plan (the “2020 Annual Grant”) for the Company’s executive officers based upon certain annual performance measures for 2020; the plan is comprised of 2 components.
The first component of the 2020 Annual Grant is based upon the following Company performance measures for 2020: (i) FFO per share, (ii) same property net operating income change, (iii) debt-to EBITDAre ratio, and (iv) fixed charge coverage. During the first quarter of 2021, the Committee will measure the Company’s performance for 2020 against bright-line tests established by the Committee on the grant date of March 6, 2020. The number of shares that may be earned for the achievement of the annual performance measures could range from 0 to 19,282. These shares, which have a grant date fair value of $131.36, would vest 34% on the date shares are determined and 33% per year on each January 1 in years 2022 and 2023. On the grant date of March 6, 2020, the Company began recognizing expense for its estimate of the shares that may be earned pursuant to these awards; the shares are being expensed using the graded vesting attribution method which recognizes each separate vesting portion of the award as a separate award on a straight-line basis over the requisite service period.
The second component of the 2020 Annual Grant is based upon the achievement of individual goals for each of the officers included in the plan. Any shares issued pursuant to the individual goals in this compensation plan will be determined by the Committee in its discretion and issued in the first quarter of 2021. The number of shares to be issued on the grant date for the achievement of individual goals could range from 0 to 4,812. These shares would vest 34% on the date shares are determined and awarded and 33% per year on each January 1 in years 2022 and 2023. The Company will begin recognizing the expense for any shares awarded on the grant date in the first quarter of 2021, and the shares will be expensed on a straight-line basis over the remaining service period.
Also in the first quarter of 2020, the Committee approved a long-term equity compensation plan for the Company’s executive officers that includes 1 component based on total shareholder return and 1 component based only on continued service as of the vesting dates.
The component of the long-term equity compensation plan based on total shareholder return is subject to bright-line tests that will compare the Company’s total shareholder return to the Nareit Equity Index and to the member companies of the Nareit industrial index. The plan will measure the bright-line tests over the 3-year period ending December 31, 2022. During the first quarter of 2023, the Committee will measure the Company’s performance for the three-year period against bright-line tests established by the Committee on the grant date of March 6, 2020. The aggregate number of shares to be earned on the measurement date could range from 0 to 25,261. These shares would vest 75% on the date the earned shares are determined in the first quarter of 2023 and 25% on January 1, 2024. On the grant date of March 6, 2020, the Company began recognizing expense for this plan based on the grant date fair value of the awards which was determined using a simulation pricing model developed to specifically accommodate the unique features of the award.
The component of the long-term equity compensation plan based only on continued service as of the vesting dates was awarded on March 6, 2020. On that date, an aggregate of 7,217 shares were granted to the Company’s executive officers subject only to continued service as of the vesting dates. These shares, which have a grant date fair value of $131.36, will vest 25% in the first quarter of 2021 and 25% on each January 1 for the subsequent three years. The shares are being expensed on a straight-line basis over the remaining service period.
During the second quarter of 2017, 12,8502020, 12,300 shares were granted to certain non-executive officers subject only to continued service as of the vesting dates. These shares, which have a grant date fair value of $84.57 per share,$105.30, vested 20% on January 1, 2018,2021 and will vest 20% per year on each January 1 in years 2019, 2020, 2021of 2022, 2023, 2024 and 2022. 2025. The shares are being expensed on a straight-line basis over the remaining service period.
During the fourth quarter of 2019, the Committee adopted the Equity Award Retirement Policy (the “retirement policy”) which allows for accelerated vesting of unvested shares for retirement-eligible employees (defined as employees who meet certain age and years of service requirements). In order to qualify for accelerated vesting upon retirement, the eligible employees must provide required notification under the retirement policy and must retire from the Company. The Company has adjusted its stock-based compensation expense to accelerate the recognition of expense for retirement-eligible employees.
During the restricted period for awards no longer subject to contingencies, the Company accrues dividends and holds the certificates for the shares; however, the employee can vote the shares. For shares subject to contingencies, dividends are accrued based upon the number of shares expected to be awarded. Share certificates and dividends are delivered to the employee as they vest. As of December 31, 2017,2020, there was $5,988,000$5,004,000 of unrecognized compensation cost related to unvested
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
restricted stock compensation for employees and directors that is expected to be recognized over a weighted average period of 2.7 years.
Following is a summary of the total restricted shares granted, forfeited and delivered (vested) to employees with the related weighted average grant date fair value share prices for 2017, 20162020, 2019 and 2015.2018. Of the shares that vested in 2017, 20162020, 2019 and 2015, 33,6952018, 36,445 shares, 57,31628,955 shares and 32,40923,824 shares, respectively, were withheld by the Company to satisfy the tax obligations for those employees who elected this option as permitted under the applicable equity plan. As of the grant date, the fair value of shares that were granted during 2017, 20162020, 2019 and 20152018 was $7,155,000, $4,736,000$7,028,000, $5,672,000 and $6,145,000,$4,223,000, respectively. As of the vesting date, the fair value of shares that vested during 2017, 20162020, 2019 and 20152018 was $6,441,000, $10,013,000$11,754,000, $6,662,000 and $6,664,000,$5,142,000, respectively.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Restricted Stock Activity: | Years Ended December 31, |
2020 | | 2019 | | 2018 |
Shares | | Weighted Average Grant Date Fair Value | | Shares | | Weighted Average Grant Date Fair Value | | Shares | | Weighted Average Grant Date Fair Value |
Unvested at beginning of year | 130,884 | | | $ | 82.78 | | | 143,314 | | | $ | 70.26 | | | 152,644 | | | $ | 63.18 | |
Granted (1) | 69,446 | | | 101.19 | | | 59,943 | | | 94.62 | | | 50,217 | | | 84.09 | |
Forfeited | (440) | | | 112.14 | | | (3,010) | | | 86.19 | | | 0 | | | 0 | |
Vested | (86,765) | | | 73.80 | | | (69,363) | | | 66.99 | | | (59,547) | | | 63.77 | |
Unvested at end of year | 113,125 | | | 100.86 | | | 130,884 | | | 82.78 | | | 143,314 | | | 70.26 | |
|
| | | | | | | | | | | | | | | | | | | | |
Restricted Stock Activity: | Years Ended December 31, |
2017 | | 2016 | | 2015 |
Shares | | Weighted Average Grant Date Fair Value | | Shares | | Weighted Average Grant Date Fair Value | | Shares | | Weighted Average Grant Date Fair Value |
Unvested at beginning of year | 162,087 |
| | $ | 51.97 |
| | 260,698 |
| | $ | 52.68 |
| | 265,911 |
| | $ | 49.79 |
|
Granted (1) | 93,285 |
| | 76.70 |
| | 80,529 |
| | 58.81 |
| | 100,622 |
| | 61.07 |
|
Forfeited | (16,000 | ) | | 36.98 |
| | (910 | ) | | 52.89 |
| | — |
| | — |
|
Vested | (86,728 | ) | | 61.62 |
| | (178,230 | ) | | 56.09 |
| | (105,835 | ) | | 53.40 |
|
Unvested at end of year | 152,644 |
| | 63.18 |
| | 162,087 |
| | 51.97 |
| | 260,698 |
| | 52.68 |
|
(1) Does not include the restricted shares that may be earned if the performance goals established in 20172018 and 2019 for long-term performance and in 2020 for annual and long-term performance periods are achieved. Depending on the actual level of achievement of the goals at the end of the open performance periods, the number of shares earned could range from zero0 to 59,477.109,884.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Following is a vesting schedule of the total unvested shares as of December 31, 2017:2020:
| | | | | | | | |
Unvested Shares Vesting Schedule | | Number of Shares |
2021 | | 44,807 | |
2022 | | 31,870 | |
2023 | | 22,089 | |
2024 | | 11,899 | |
2025 | | 2,460 | |
Total Unvested Shares | | 113,125 | |
|
| | | |
Unvested Shares Vesting Schedule | | Number of Shares |
2018 | | 50,158 |
|
2019 | | 44,235 |
|
2020 | | 41,064 |
|
2021 | | 13,584 |
|
2022 | | 3,603 |
|
Total Unvested Shares | | 152,644 |
|
Directors Equity Awards
The Company has a directors equity plan that was approved by stockholders and adopted in 2013 (the "2013 Equity Plan"). The Board of Directors has adopted a policy under the 2013 Equity Plan pursuant to which awards will be made to non-employee Directors. The current policy provides that the Company shall automatically award an annual retainer share award to each non-employee Director who has been elected or reelected as a member of the Board of Directors at the Annual Meeting. The number of shares shall be equal to $80,000$100,000 divided by the fair market value of a share on the date of such election. If a non-employee Director is elected or appointed to the Board of Directors other than at an Annual Meeting of the Company, the annual retainer share award shall be pro rated. The policy also provides that each new non-employee Director appointed or elected will receive an automatic award of restricted shares of Common Stock on the effective date of election or appointment equal to $25,000$25,000 divided by the fair market value of the Company's Common Stock on such date. These restricted shares will vest over a four-year4-year period upon the performance of future service as a Director, subject to certain exceptions.
Directors were issued 8,8818,182 shares, 10,0726,384 shares and 9,3738,478 shares of common stock as annual retainer awards for 2017, 20162020, 2019 and 2015,2018, respectively.
During the third quarter of 2020, 208 shares were granted to a newly elected non-employee Director subject only to continued service as of the vesting date. The shares, which have a grant date fair value of $120.39 per share, will vest 25% per year on July 13 in years 2021, 2022, 2023 and 2024. The shares are being expensed on a straight-line basis over the remaining service period.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
During the third quarter of 2017, 282 shares were granted to a newly elected non-employee Director subject only to continued service as of the vesting date. The shares, which have a grant date fair value of $88.86 per share, vested 25% on each of September 8, 2018, 2019 and 2020, and will vest 25% per year on September 8, in years 2018, 2019, 2020 and 2021. The shares are being expensed on a straight-line basis over the remaining service period.
During 2013, 417 shares were granted to a newly elected non-employee Director subject only to continued service as of the vesting date. The shares, which have a grant date fair value of $59.97 per share, vested 25% on each of December 6, 2014, 2015, 2016 and 2017.
As of the vesting date, the fair value of shares that vested during 2017, 20162020, 2019 and 20152018 was $9,000, $8,000$9,000 and $6,000,$7,000, respectively. Stock-based compensation expense for directors was $670,000, $589,000$897,000, $727,000 and $514,000$1,134,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
(12)COMPREHENSIVE INCOME
Total Comprehensive Income is comprised of net income plus all other changes in equity from non-owner sources and is presented on the Consolidated Statements of Income and Comprehensive Income. The components of Accumulated other comprehensive income (loss)for 2017, 20162020, 2019 and 20152018 are presented in the Company’s Consolidated Statements of Changes in Equity and are summarized below. See Note 13 for information regarding the Company’s interest rate swaps.
| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS): | (In thousands) |
Balance at beginning of year | $ | 2,807 | | | 6,701 | | | 5,348 | |
Change in fair value of interest rate swaps - cash flow hedges | (13,559) | | | (3,894) | | | 1,353 | |
Balance at end of year | $ | (10,752) | | | 2,807 | | | 6,701 | |
(13)DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
|
| | | | | | | | | |
| Years Ended December 31, |
| 2017 | | 2016 | | 2015 |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS): | (In thousands) |
Balance at beginning of year | $ | 1,995 |
| | (3,456 | ) | | (2,357 | ) |
Change in fair value of interest rate swaps - cash flow hedges | 3,353 |
| | 5,451 |
| | (1,099 | ) |
Balance at end of year | $ | 5,348 |
| | 1,995 |
| | (3,456 | ) |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| |
(13) | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES |
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risk, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its debt funding and, to a limited extent, the use of derivative instruments.
Specifically, the Company has entered into derivative instruments to manage exposures that arise from business activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company's derivative instruments, described below, are used to manage differences in the amount, timing and duration of the Company's known or expected cash payments principally related to certain of the Company's borrowings.
The Company's objective in using interest rate derivatives is to change variable interest rates to fixed interest rates by using interest rate swaps. Interest rate swaps designated as cash flow hedges involve the receipt of variable-ratevariable rate amounts from a counterparty in exchange for the Company making fixed-ratefixed rate payments over the life of the agreements without exchange of the underlying notional amount.
As of December 31, 2017,2020, EastGroup had seven5 interest rate swaps outstanding, all of which are used to hedge the variable cash flows associated with unsecured loans. All of the Company's interest rate swaps convert the related loans' LIBOR rate components to effectively fixed interest rates, and the Company has concluded that each of the hedging relationships is highly effective.
The effective portion of changes in the fair value of derivatives designated and qualifying as cash flow hedges is recorded in Other comprehensive income (loss) and is subsequently reclassified into earnings through interest expense as interest payments are made in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives, which is immaterial for the periods reported, is recognized directly in earnings (included in Other on the Consolidated Statements of Income and Comprehensive Income).
Amounts reported in OtherAccumulated other comprehensive income (loss) related to derivatives will be reclassified to Interest expense as interest payments are made or received on the Company's variable-ratevariable rate debt. The Company estimates the swap interest receiptsthat an additional $4,026,000 will be $617,000 reclassified from Accumulated other comprehensive income (loss) as an increase to Interest expense over the next twelve months. These receipts approximate the expected cash interest receipts due from counterparties for the swaps. Since the interest payments and receipts on the swaps in combination with the associated debt have been effectively fixed, this estimate is not in addition to the Company's total expected combined interest payments or expense for the next twelve months.
The Company's valuation methodology for over-the-counter (“OTC”) derivatives is to discount cash flows based on Overnight Index Swap (“OIS”) rates. Uncollateralized or partially-collateralized trades are discounted at OIS rates, but include appropriate economic adjustments for funding costs (i.e., a LIBOR-OIS basis adjustment to approximate uncollateralized cost of funds) and credit risk. The Company calculates its derivative values using mid-market prices.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
In July 2017, the Financial Conduct Authority (“FCA”) that regulates LIBOR announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. The Alternative Reference Rates Committee (“ARRC”) has proposed that the Secured Overnight Financing Rate (“SOFR”) is the rate that represents best practice as the alternative to USD-LIBOR for use in derivatives and other financial contracts that are currently indexed to USD-LIBOR. ARRC has proposed a paced market transition plan to SOFR from USD-LIBOR and organizations are currently working on industry wide and company specific transition plans as it relates to derivatives and cash markets exposed to USD-LIBOR. In November 2020, the Intercontinental Exchange (“ICE”) Benchmark Administration Limited (“IBA”), the administrator of LIBOR, announced that it would consult on its intention to cease the publication of the one-week and two-month USD LIBOR settings immediately following December 31, 2021, and the remaining USD LIBOR settings immediately following the LIBOR publication on June 30, 2023.
The Company is not able to predict when LIBOR will cease to be available or when there will be sufficient liquidity in the SOFR markets. Any changes adopted by the FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change. In addition, uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form. The Company has material contracts that are indexed to USD-LIBOR and is monitoring this activity and evaluating the related risks.
In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.
As of December 31, 20172020 and 2016,2019, the Company had the following outstanding interest rate derivatives that are designated as cash flow hedges of interest rate risk:
| | | | | | | | | | | | | | |
Interest Rate Derivative | | Notional Amount as of December 31, 2020 | | Notional Amount as of December 31, 2019 |
| | (In thousands) |
Interest Rate Swap | | $75,000 | | $75,000 |
Interest Rate Swap | | $65,000 | | $65,000 |
Interest Rate Swap | | 0 | | $60,000 |
Interest Rate Swap | | $40,000 | | $40,000 |
Interest Rate Swap | | 0 | | $15,000 |
Interest Rate Swap | | $100,000 | | $100,000 |
Interest Rate Swap | | $100,000 | | 0 |
|
| | | | |
Interest Rate Derivative | | Notional Amount as of December 31, 2017 | | Notional Amount as of December 31, 2016 |
| | (In thousands) |
Interest Rate Swap | | $80,000 | | $80,000 |
Interest Rate Swap | | $75,000 | | $75,000 |
Interest Rate Swap | | $75,000 | | $75,000 |
Interest Rate Swap | | $65,000 | | $65,000 |
Interest Rate Swap | | $60,000 | | $60,000 |
Interest Rate Swap | | $40,000 | | $40,000 |
Interest Rate Swap | | $15,000 | | $15,000 |
The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of December 31, 20172020 and 2016.2019. See Note 18 for additional information on the fair value of the Company's interest rate swaps.
| | | | | | | | | | | | | | | | | | | | | | | |
| Derivatives As of December 31, 2020 | | Derivatives As of December 31, 2019 |
| Balance Sheet Location | | Fair Value | | Balance Sheet Location | | Fair Value |
| (In thousands) |
Derivatives designated as cash flow hedges: | | | | | | | |
Interest rate swap assets | Other assets | | $ | 0 | | | Other assets | | $ | 3,485 | |
Interest rate swap liabilities | Other liabilities | | 10,752 | | | Other liabilities | | 678 | |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|
| | | | | | | | | | | |
| Derivatives As of December 31, 2017 | | Derivatives As of December 31, 2016 |
| Balance Sheet Location | | Fair Value | | Balance Sheet Location | | Fair Value |
| (In thousands) |
Derivatives designated as cash flow hedges: | | | | | | | |
Interest rate swap assets | Other assets | | $ | 6,034 |
| | Other assets | | $ | 4,546 |
|
Interest rate swap liabilities | Other liabilities | | 695 |
| | Other liabilities | | 2,578 |
|
The table below presents the effect of the Company's derivative financial instruments on the Consolidated Statements of Income and Comprehensive Income for the years ended December 31, 2017, 20162020, 2019 and 2015:2018:
| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
| 2020 | | 2019 | | 2018 |
| (In thousands) |
DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS | | | | | |
Interest Rate Swaps: | | | | | |
Amount of income (loss) recognized in Other comprehensive income (loss) on derivatives | $ | (17,364) | | | (1,975) | | | 2,757 | |
Amount of (income) loss reclassified from Accumulated other comprehensive income (loss) into Interest expense | 3,805 | | | (1,919) | | | (1,404) | |
|
| | | | | | | | | |
| Years Ended December 31, |
| 2017 | | 2016 | | 2015 |
| (In thousands) |
DERIVATIVES IN CASH FLOW HEDGING RELATIONSHIPS | | | | | |
Interest Rate Swaps: | | | | | |
Amount of income (loss) recognized in Other comprehensive income (loss) on derivatives | $ | 1,437 |
| | 1,410 |
| | (5,374 | ) |
Amount of loss reclassified from Accumulated other comprehensive income (loss) into Interest expense | 1,916 |
| | 4,041 |
| | 4,275 |
|
See Note 12 for additional information on the Company's Accumulated other comprehensive income (loss) resulting from its interest rate swaps.
Derivative financial agreements expose the Company to credit risk in the event of non-performance by the counterparties under the terms of the interest rate hedge agreements. The Company believes it minimizes the credit risk by transacting with financial institutions the Company regards as credit-worthy.
The Company has an agreement with its derivative counterparties containing a provision stating that the Company could be declared in default on its derivative obligations if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender.
As of December 31, 2017, the fair value of derivatives in an asset position related to these agreements was $6,034,000, and the fair value of derivatives in a liability position related to these agreements was $695,000. As of December 31, 2017, the Company has not posted any collateral related to these arrangements. If the Company had breached any of the contractualthese provisions of the derivative contract, it could have beenwould be required to settle its obligations under the agreements at their termination value. The swap termination value of derivatives in an asset position was an asset in the amount$10,928,000 as of $6,084,000, and the swap termination value of derivatives in a liability position was a liability in the amount of $717,000.December 31, 2020.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(14)EARNINGS PER SHARE
The Company applies ASC 260, Earnings Per Share, which requires companies to present basic and diluted EPS. Reconciliation of the numerators and denominators in the basic and diluted EPS computations is as follows:
| | | 2017 | | 2016 | | 2015 | | 2020 | | 2019 | | 2018 |
(In thousands) | (In thousands) |
BASIC EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | | | | | | BASIC EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | | | | | |
Numerator – net income attributable to common stockholders | $ | 83,183 |
| | 95,509 |
| | 47,866 |
| Numerator – net income attributable to common stockholders | $ | 108,363 | | | 121,662 | | | 88,506 | |
Denominator – weighted average shares outstanding | 33,996 |
| | 32,563 |
| | 32,091 |
| Denominator – weighted average shares outstanding | 39,185 | | | 37,442 | | | 35,439 | |
DILUTED EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | | | | | | DILUTED EPS COMPUTATION FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS | |
Numerator – net income attributable to common stockholders | $ | 83,183 |
| | 95,509 |
| | 47,866 |
| Numerator – net income attributable to common stockholders | $ | 108,363 | | | 121,662 | | | 88,506 | |
Denominator: | | | | | | Denominator: | |
Weighted average shares outstanding | 33,996 |
| | 32,563 |
| | 32,091 |
| Weighted average shares outstanding | 39,185 | | | 37,442 | | | 35,439 | |
Unvested restricted stock | 51 |
| | 65 |
| | 105 |
| Unvested restricted stock | 111 | | | 85 | | | 67 | |
Total Shares | 34,047 |
| | 32,628 |
| | 32,196 |
| Total Shares | 39,296 | | | 37,527 | | | 35,506 | |
| |
(15) | QUARTERLY RESULTS OF OPERATIONS – UNAUDITED |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| 2017 Quarter Ended | | 2016 Quarter Ended |
Mar 31 | | Jun 30 | | Sep 30 | | Dec 31 | | Mar 31 | | Jun 30 | | Sep 30 | | Dec 31 |
(In thousands, except per share data) |
Revenues | $ | 66,409 |
| | 90,004 |
| | 69,001 |
| | 71,944 |
| | 73,189 |
| | 93,279 |
| | 64,043 |
| | 66,614 |
|
Expenses | (53,436 | ) | | (53,027 | ) | | (53,029 | ) | | (54,277 | ) | | (51,359 | ) | | (49,186 | ) | | (49,243 | ) | | (51,243 | ) |
Net Income | 12,973 |
| | 36,977 |
| | 15,972 |
| | 17,667 |
| | 21,830 |
| | 44,093 |
| | 14,800 |
| | 15,371 |
|
Net income attributable to noncontrolling interest in joint ventures | (154 | ) | | (87 | ) | | (88 | ) | | (77 | ) | | (119 | ) | | (180 | ) | | (139 | ) | | (147 | ) |
Net income attributable to EastGroup Properties, Inc. common stockholders | $ | 12,819 |
| | 36,890 |
| | 15,884 |
| | 17,590 |
| | 21,711 |
| | 43,913 |
| | 14,661 |
| | 15,224 |
|
BASIC PER SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS (1) | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Net income attributable to common stockholders | $ | 0.38 |
| | 1.09 |
| | 0.46 |
| | 0.51 |
| | 0.67 |
| | 1.36 |
| | 0.45 |
| | 0.46 |
|
Weighted average shares outstanding | 33,361 |
| | 33,987 |
| | 34,215 |
| | 34,406 |
| | 32,254 |
| | 32,376 |
| | 32,741 |
| | 32,874 |
|
DILUTED PER SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS (1) | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
|
Net income attributable to common stockholders | $ | 0.38 |
| | 1.08 |
| | 0.46 |
| | 0.51 |
| | 0.67 |
| | 1.35 |
| | 0.45 |
| | 0.46 |
|
Weighted average shares outstanding | 33,409 |
| | 34,040 |
| | 34,290 |
| | 34,505 |
| | 32,307 |
| | 32,440 |
| | 32,823 |
| | 32,964 |
|
| |
(1) | The above quarterly earnings per share calculations are based on the weighted average number of common shares outstanding during each quarter for basic earnings per share and the weighted average number of outstanding common shares and common share equivalents during each quarter for diluted earnings per share. The annual earnings per share calculations in the Consolidated Statements of Income and Comprehensive Income are based on the weighted average number of common shares outstanding during each year for basic earnings per share and the weighted average number of outstanding common shares and common share equivalents during each year for diluted earnings per share. The sum of quarterly financial data may vary from the annual data due to rounding. |
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(15)QUARTERLY RESULTS OF OPERATIONS – UNAUDITED
| |
(16) | DEFINED CONTRIBUTION PLAN |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2020 Quarter Ended | | 2019 Quarter Ended |
Mar 31 | | Jun 30 | | Sep 30 | | Dec 31 | | Mar 31 | | Jun 30 | | Sep 30 | | Dec 31 |
(In thousands, except per share data) |
Revenues | $ | 88,865 | | | 89,945 | | | 92,256 | | | 106,044 | | | 81,365 | | | 91,425 | | | 84,180 | | | 116,532 | |
Expenses | (65,567) | | | (66,458) | | | (67,845) | | | (68,849) | | | (58,831) | | | (64,476) | | | (61,605) | | | (65,250) | |
Net income | 23,298 | | | 23,487 | | | 24,411 | | | 37,195 | | | 22,534 | | | 26,949 | | | 22,575 | | | 51,282 | |
Net income attributable to noncontrolling interest in joint ventures | (1) | | | (3) | | | (10) | | | (14) | | | (5) | | | 4 | | | (4) | | | (1,673) | |
Net income attributable to EastGroup Properties, Inc. common stockholders | $ | 23,297 | | | 23,484 | | | 24,401 | | | 37,181 | | | 22,529 | | | 26,953 | | | 22,571 | | | 49,609 | |
BASIC PER SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS (1) | | | | | | | | | | | | | | | |
Net income attributable to common stockholders | $ | 0.60 | | | 0.60 | | | 0.62 | | | 0.94 | | | 0.62 | | | 0.73 | | | 0.60 | | | 1.29 | |
Weighted average shares outstanding | 38,882 | | | 39,007 | | | 39,338 | | | 39,507 | | | 36,465 | | | 36,944 | | | 37,771 | | | 38,561 | |
DILUTED PER SHARE DATA FOR NET INCOME ATTRIBUTABLE TO EASTGROUP PROPERTIES, INC. COMMON STOCKHOLDERS (1) | | | | | | | | | | | | | | | |
Net income attributable to common stockholders | $ | 0.60 | | | 0.60 | | | 0.62 | | | 0.94 | | | 0.62 | | | 0.73 | | | 0.60 | | | 1.28 | |
Weighted average shares outstanding | 38,961 | | | 39,077 | | | 39,450 | | | 39,653 | | | 36,526 | | | 37,019 | | | 37,869 | | | 38,687 | |
(1)The above quarterly earnings per share calculations are based on the weighted average number of shares of common stock outstanding during each quarter for basic earnings per share and the weighted average number of outstanding shares of common stock and common stock share equivalents during each quarter for diluted earnings per share. The annual earnings per share calculations in the Consolidated Statements of Income and Comprehensive Income are based on the weighted average number of shares of common stock outstanding during each year for basic earnings per share and the weighted average number of outstanding shares of common stock and common stock share equivalents during each year for diluted earnings per share. The sum of quarterly financial data may vary from the annual data due to rounding.
(16)DEFINED CONTRIBUTION PLAN
EastGroup maintains a 401(k) plan for its employees. The Company makes matching contributions of 50% of the employee’s contribution (limited to 10% of compensation as defined by the plan) and may also make annual discretionary contributions. The Company’s total expense for this plan was $672,000, $675,000$851,000, $786,000 and $585,000$769,000 for 2017, 20162020, 2019 and 2015,2018, respectively.
(17)LEGAL MATTERS
The Company is not presently involved in any material litigation nor, to its knowledge, is any material litigation threatened against the Company or its properties, other than routine litigation arising in the ordinary course of businessbusiness.
As previously reported in the Company’s annual reports on Form 10-K for the years ended December 31, 2019 and 2018, and the Company’s quarterly reports on Form 10-Q for whichthe quarters ended March 31, June 30 and September 30, 2020 and 2019, the Company is adequately insured.had been involved in pending litigation related to an action against the Company and certain of its officers in connection with the Company’s November 2016 purchase of a land parcel, alleging breach of contract and other claims in law and in equity. The Company asserted numerous affirmative defenses. In an effort to resolve the litigation, EastGroup made an initial settlement offer for $497,000, which was reserved in the Company’s financial statements as of December 31, 2018. During the year ended December 31, 2019, the parties came to a mediated resolution of the matter and it was resolved; losses related to the matter are included in Other on the Consolidated Statements of Income and Comprehensive Income. Even though the matter was settled, the case was dismissed, and releases exchanged among all parties, the Plaintiff filed an appeal of the
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
| |
(18) | FAIR VALUE OF FINANCIAL INSTRUMENTS |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
order in the Florida Court of Appeal compelling him to comply with the settlement. The Court has since dismissed the appeal. All monies due under the settlement have been paid to the Plaintiff’s lawyers and were accounted for as stated above.
(18)FAIR VALUE OF FINANCIAL INSTRUMENTS
ASC 820, Fair Value Measurements and Disclosures,Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 also provides guidance for using fair value to measure financial assets and liabilities. The Codification requires disclosure of the level within the fair value hierarchy in which the fair value measurements fall, including measurements using quoted prices in active markets for identical assets or liabilities (Level 1), quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active (Level 2), and significant valuation assumptions that are not readily observable in the market (Level 3).
The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments in accordance with ASC 820at December 31, 20172020 and 2016.2019.
| | | | | | | | | | | | | | | | | | | | | | | |
| December 31, |
2020 | | 2019 |
Carrying Amount (1) | | Fair Value | | Carrying Amount (1) | | Fair Value |
(In thousands) |
Financial Assets: | | | | | | | |
Cash and cash equivalents | $ | 21 | | | 21 | | | 224 | | | 224 | |
| | | | | | | |
Mortgage loans receivable | 0 | | | 0 | | | 1,679 | | | 1,703 | |
Interest rate swap assets | 0 | | | 0 | | | 3,485 | | | 3,485 | |
Financial Liabilities: | | | | | | | |
Unsecured bank credit facilities - variable rate (2) | 125,000 | | | 124,820 | | | 112,710 | | | 113,174 | |
Unsecured debt (2) | 1,110,000 | | | 1,141,803 | | | 940,000 | | | 959,177 | |
Secured debt (2) | 79,096 | | | 80,435 | | | 133,422 | | | 136,107 | |
Interest rate swap liabilities | 10,752 | | | 10,752 | | | 678 | | | 678 | |
|
| | | | | | | | | | | | |
| December 31, |
2017 | | 2016 |
Carrying Amount (1) | | Fair Value | | Carrying Amount (1) | | Fair Value |
(In thousands) |
Financial Assets: | | | | | | | |
Cash and cash equivalents | $ | 16 |
| | 16 |
| | 522 |
| | 522 |
|
Mortgage loans receivable | 4,581 |
| | 4,569 |
| | 4,752 |
| | 4,747 |
|
Interest rate swap assets | 6,034 |
| | 6,034 |
| | 4,546 |
| | 4,546 |
|
Financial Liabilities: | |
| | |
| | |
| | |
|
Unsecured bank credit facilities - variable rate (2) | 116,339 |
| | 116,277 |
| | 112,020 |
| | 111,923 |
|
Unsecured bank credit facilities - fixed rate (2) | 80,000 |
| | 80,003 |
| | 80,000 |
| | 79,998 |
|
Unsecured debt (2) | 715,000 |
| | 703,871 |
| | 655,000 |
| | 623,147 |
|
Secured debt (2) | 200,354 |
| | 206,408 |
| | 258,594 |
| | 266,585 |
|
Interest rate swap liabilities | 695 |
| | 695 |
| | 2,578 |
| | 2,578 |
|
(1)Carrying amounts shown in the table are included in the Consolidated Balance Sheets under the indicated captions, except as indicated in the notes below.
| |
(1) | Carrying amounts shown in the table are included in the Consolidated Balance Sheets under the indicated captions, except as indicated in the notes below. |
| |
(2) | Carrying amounts and fair values shown in the table exclude debt issuance costs (see Notes 6 and 7 for additional information). |
(2)Carrying amounts and fair values shown in the table exclude debt issuance costs (see Notes 6 and 7 for additional information).
The following methods and assumptions were used to estimate the fair value of each class of financial instruments:
Cash and cash equivalents: The carrying amounts approximate fair value due to the short maturity of those instruments.
Mortgage loans receivable (included in Other assets on the Consolidated Balance Sheets): The fair value is estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities (Level 2 input).
Interest rate swap assets (included in Other assets on the Consolidated BalancesBalance Sheets): The instruments are recorded at fair value based on models using inputs, such as interest rate yield curves, LIBOR swap curves and OIS curves, observable for substantially the full term of the contract (Level 2 input). See Note 13 for additional information on the Company's interest rate swaps.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Unsecured bank credit facilities: The fair value of the Company’s unsecured bank credit facilities is estimated by discounting expected cash flows at current market rates (Level 2 input), excluding the effects of debt issuance costs.
Unsecured debt: The fair value of the Company’s unsecured debt is estimated by discounting expected cash flows at the rates currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers (Level 2 input), excluding the effects of debt issuance costs.
Secured debt: The fair value of the Company’s secured debt is estimated by discounting expected cash flows at the rates currently offered to the Company for debt of the same remaining maturities, as advised by the Company’s bankers (Level 2 input), excluding the effects of debt issuance costs.
Interest rate swap liabilities (included in Other liabilities on the Consolidated Balance Sheets): The instruments are recorded at fair value based on models using inputs, such as interest rate yield curves, LIBOR swap curves and OIS curves, observable for substantially the full term of the contract (Level 2 input). See Note 13 for additional information on the Company's interest rate swaps.
EASTGROUP PROPERTIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
On
(19)SUBSEQUENT EVENTS
In January 26, 2018,2021, EastGroup closed the sale of World Houston 18,acquired Access Business Park 1, a 33,000recently constructed 156,000 square foot non-EastGroup developed, single-tenantdistribution building in Houston,Greenville, South Carolina, for $2.5$10.3 million. The transaction generated
Also in January 2021, EastGroup acquired Northpoint 200, a gain on sale which will be recognizedrecently constructed distribution facility in the first quarter of 2018.Atlanta containing 79,000 square feet, for $6.5 million.
Subsequent to December 31, 2017, the Company executed a commitment letter for $60 million of senior unsecured private placement notes with an insurance company. The notes, which are expected to close in April 2018, have a 10-year term and a fixed interest rate of 3.93% with semi-annual interest payments. The notes will not be and have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Real Estate Properties (c): | | | | | | | | | | | | | | | | | | | | |
Industrial: | | | | | | | | | | | | | | | | | | | | |
FLORIDA | | | | | | | | | | | | | | | | | | | | |
Tampa | | | | | | | | | | | | | | | | | | | | |
56th Street Commerce Park | | $ | — |
| | 843 |
| | 3,567 |
| | 4,527 |
| | 843 |
| | 8,094 |
| | 8,937 |
| | 6,129 |
| | 1993 | | 1981/86/97 |
Jetport Commerce Park | | — |
| | 1,575 |
| | 6,591 |
| | 5,899 |
| | 1,575 |
| | 12,490 |
| | 14,065 |
| | 8,545 |
| | 1993-99 | | 1974-85 |
Westport Commerce Center | | — |
| | 980 |
| | 3,800 |
| | 2,765 |
| | 980 |
| | 6,565 |
| | 7,545 |
| | 4,628 |
| | 1994 | | 1983/87 |
Benjamin Distribution Center I & II | | — |
| | 843 |
| | 3,963 |
| | 1,572 |
| | 883 |
| | 5,495 |
| | 6,378 |
| | 3,788 |
| | 1997 | | 1996 |
Benjamin Distribution Center III | | — |
| | 407 |
| | 1,503 |
| | 650 |
| | 407 |
| | 2,153 |
| | 2,560 |
| | 1,559 |
| | 1999 | | 1988 |
Palm River Center | | — |
| | 1,190 |
| | 4,625 |
| | 2,585 |
| | 1,190 |
| | 7,210 |
| | 8,400 |
| | 4,763 |
| | 1997/98 | | 1990/97/98 |
Palm River North I & III | | — |
| | 1,005 |
| | 4,688 |
| | 2,404 |
| | 1,005 |
| | 7,092 |
| | 8,097 |
| | 4,234 |
| | 1998 | | 2000 |
Palm River North II | | — |
| | 634 |
| | 4,418 |
| | 399 |
| | 634 |
| | 4,817 |
| | 5,451 |
| | 3,399 |
| | 1997/98 | | 1999 |
Palm River South I | | — |
| | 655 |
| | 3,187 |
| | 655 |
| | 655 |
| | 3,842 |
| | 4,497 |
| | 1,823 |
| | 2000 | | 2005 |
Palm River South II | | — |
| | 655 |
| | — |
| | 4,417 |
| | 655 |
| | 4,417 |
| | 5,072 |
| | 2,140 |
| | 2000 | | 2006 |
Walden Distribution Center I | | — |
| | 337 |
| | 3,318 |
| | 625 |
| | 337 |
| | 3,943 |
| | 4,280 |
| | 2,111 |
| | 1997/98 | | 2001 |
Walden Distribution Center II | | — |
| | 465 |
| | 3,738 |
| | 1,479 |
| | 465 |
| | 5,217 |
| | 5,682 |
| | 2,788 |
| | 1998 | | 1998 |
Oak Creek Distribution Center I | | — |
| | 1,109 |
| | 6,126 |
| | 1,374 |
| | 1,109 |
| | 7,500 |
| | 8,609 |
| | 4,020 |
| | 1998 | | 1998 |
Oak Creek Distribution Center II | | — |
| | 647 |
| | 3,603 |
| | 1,670 |
| | 647 |
| | 5,273 |
| | 5,920 |
| | 2,514 |
| | 2003 | | 2001 |
Oak Creek Distribution Center III | | — |
| | 439 |
| | — |
| | 3,196 |
| | 556 |
| | 3,079 |
| | 3,635 |
| | 1,171 |
| | 2005 | | 2007 |
Oak Creek Distribution Center IV | | — |
| | 682 |
| | 6,472 |
| | 773 |
| | 682 |
| | 7,245 |
| | 7,927 |
| | 2,750 |
| | 2005 | | 2001 |
Oak Creek Distribution Center V | | — |
| | 724 |
| | — |
| | 5,853 |
| | 916 |
| | 5,661 |
| | 6,577 |
| | 2,260 |
| | 2005 | | 2007 |
Oak Creek Distribution Center VI | | — |
| | 642 |
| | — |
| | 5,241 |
| | 812 |
| | 5,071 |
| | 5,883 |
| | 1,655 |
| | 2005 | | 2008 |
Oak Creek Distribution Center VIII | | — |
| | 843 |
| | — |
| | 6,230 |
| | 1,051 |
| | 6,022 |
| | 7,073 |
| | 425 |
| | 2005 | | 2015 |
Oak Creek Distribution Center IX | | — |
| | 618 |
| | — |
| | 4,963 |
| | 781 |
| | 4,800 |
| | 5,581 |
| | 1,341 |
| | 2005 | | 2009 |
Oak Creek Distribution Center A | | — |
| | 185 |
| | — |
| | 1,493 |
| | 185 |
| | 1,493 |
| | 1,678 |
| | 477 |
| | 2005 | | 2008 |
Oak Creek Distribution Center B | | — |
| | 227 |
| | — |
| | 1,549 |
| | 227 |
| | 1,549 |
| | 1,776 |
| | 498 |
| | 2005 | | 2008 |
Airport Commerce Center | | — |
| | 1,257 |
| | 4,012 |
| | 937 |
| | 1,257 |
| | 4,949 |
| | 6,206 |
| | 2,725 |
| | 1998 | | 1998 |
Westlake Distribution Center | | — |
| | 1,333 |
| | 6,998 |
| | 2,367 |
| | 1,333 |
| | 9,365 |
| | 10,698 |
| | 5,409 |
| | 1998 | | 1998/99 |
Expressway Commerce Center I | | — |
| | 915 |
| | 5,346 |
| | 1,372 |
| | 915 |
| | 6,718 |
| | 7,633 |
| | 3,334 |
| | 2002 | | 2004 |
Expressway Commerce Center II | | — |
| | 1,013 |
| | 3,247 |
| | 462 |
| | 1,013 |
| | 3,709 |
| | 4,722 |
| | 1,934 |
| | 2003 | | 2001 |
Silo Bend Distribution Center | | — |
| | 4,131 |
| | 27,497 |
| | 1,635 |
| | 4,132 |
| | 29,131 |
| | 33,263 |
| | 6,071 |
| | 2011 | | 1987/90 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Real Estate Properties (c): | | | | | | | | | | | | | | | | | | | | |
Industrial: | | | | | | | | | | | | | | | | | | | | |
FLORIDA | | | | | | | | | | | | | | | | | | | | |
Tampa | | | | | | | | | | | | | | | | | | | | |
Jetport Commerce Park | | $ | 0 | | | 1,575 | | | 6,591 | | | 6,961 | | | 1,575 | | | 13,552 | | | 15,127 | | | 9,751 | | | 1993-99 | | 1974-85 |
Westport Commerce Center | | 0 | | | 980 | | | 3,800 | | | 3,044 | | | 980 | | | 6,844 | | | 7,824 | | | 5,145 | | | 1994 | | 1983/87 |
Benjamin Distribution Center I & II | | 0 | | | 843 | | | 3,963 | | | 1,995 | | | 883 | | | 5,918 | | | 6,801 | | | 4,302 | | | 1997 | | 1996 |
Benjamin Distribution Center III | | 0 | | | 407 | | | 1,503 | | | 670 | | | 407 | | | 2,173 | | | 2,580 | | | 1,684 | | | 1999 | | 1988 |
Palm River Center | | 0 | | | 1,190 | | | 4,625 | | | 3,001 | | | 1,190 | | | 7,626 | | | 8,816 | | | 5,507 | | | 1997/98 | | 1990/97/98 |
Palm River North I & III | | 0 | | | 1,005 | | | 4,688 | | | 3,427 | | | 1,005 | | | 8,115 | | | 9,120 | | | 4,899 | | | 1998 | | 2000 |
Palm River North II | | 0 | | | 634 | | | 4,418 | | | 454 | | | 634 | | | 4,872 | | | 5,506 | | | 3,627 | | | 1997/98 | | 1999 |
Palm River South I | | 0 | | | 655 | | | 3,187 | | | 691 | | | 655 | | | 3,878 | | | 4,533 | | | 2,117 | | | 2000 | | 2005 |
Palm River South II | | 0 | | | 655 | | | 0 | | | 4,648 | | | 655 | | | 4,648 | | | 5,303 | | | 2,428 | | | 2000 | | 2006 |
Walden Distribution Center I | | 0 | | | 337 | | | 3,318 | | | 696 | | | 337 | | | 4,014 | | | 4,351 | | | 2,420 | | | 1997/98 | | 2001 |
Walden Distribution Center II | | 0 | | | 465 | | | 3,738 | | | 1,492 | | | 465 | | | 5,230 | | | 5,695 | | | 3,321 | | | 1998 | | 1998 |
Oak Creek Distribution Center I | | 0 | | | 1,109 | | | 6,126 | | | 1,487 | | | 1,109 | | | 7,613 | | | 8,722 | | | 4,714 | | | 1998 | | 1998 |
Oak Creek Distribution Center II | | 0 | | | 647 | | | 3,603 | | | 1,817 | | | 647 | | | 5,420 | | | 6,067 | | | 3,077 | | | 2003 | | 2001 |
Oak Creek Distribution Center III | | 0 | | | 439 | | | 0 | | | 3,242 | | | 556 | | | 3,125 | | | 3,681 | | | 1,422 | | | 2005 | | 2007 |
Oak Creek Distribution Center IV | | 0 | | | 682 | | | 6,472 | | | 864 | | | 682 | | | 7,336 | | | 8,018 | | | 3,535 | | | 2005 | | 2001 |
Oak Creek Distribution Center V | | 0 | | | 724 | | | 0 | | | 6,007 | | | 916 | | | 5,815 | | | 6,731 | | | 2,754 | | | 2005 | | 2007 |
Oak Creek Distribution Center VI | | 0 | | | 642 | | | 0 | | | 5,663 | | | 812 | | | 5,493 | | | 6,305 | | | 2,302 | | | 2005 | | 2008 |
Oak Creek Distribution Center VII | | 0 | | | 740 | | | 0 | | | 6,399 | | | 740 | | | 6,399 | | | 7,139 | | | 681 | | | 2005 | | 2017 |
Oak Creek Distribution Center VIII | | 0 | | | 843 | | | 0 | | | 6,302 | | | 1,051 | | | 6,094 | | | 7,145 | | | 1,055 | | | 2005 | | 2015 |
Oak Creek Distribution Center IX | | 0 | | | 618 | | | 0 | | | 5,161 | | | 781 | | | 4,998 | | | 5,779 | | | 1,769 | | | 2005 | | 2009 |
Oak Creek Distribution Center A | | 0 | | | 185 | | | 0 | | | 1,498 | | | 185 | | | 1,498 | | | 1,683 | | | 601 | | | 2005 | | 2008 |
Oak Creek Distribution Center B | | 0 | | | 227 | | | 0 | | | 1,555 | | | 227 | | | 1,555 | | | 1,782 | | | 625 | | | 2005 | | 2008 |
Oak Creek Distribution Center C Land | | 0 | | | 355 | | | 0 | | | 379 | | | 355 | | | 379 | | | 734 | | | 0 | | | 2005 | | n/a |
Airport Commerce Center | | 0 | | | 1,257 | | | 4,012 | | | 1,062 | | | 1,257 | | | 5,074 | | | 6,331 | | | 3,114 | | | 1998 | | 1998 |
Westlake Distribution Center | | 0 | | | 1,333 | | | 6,998 | | | 2,664 | | | 1,333 | | | 9,662 | | | 10,995 | | | 6,293 | | | 1998 | | 1998/99 |
Expressway Commerce Center I | | 0 | | | 915 | | | 5,346 | | | 1,675 | | | 915 | | | 7,021 | | | 7,936 | | | 3,918 | | | 2002 | | 2004 |
| | SCHEDULE III | SCHEDULE III | SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION | REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION | REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) | |
DECEMBER 31, 2020 (In thousands, except footnotes) | | DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed | Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | Land | | Buildings and Improvements | | Total | | | Land | | Buildings and Improvements | | Land | | Buildings and Improvements | | Total | |
Expressway Commerce Center II | | Expressway Commerce Center II | | 0 | | | 1,013 | | | 3,247 | | | 1,065 | | | 1,013 | | | 4,312 | | | 5,325 | | | 2,307 | | | 2003 | | 2001 |
Silo Bend Distribution Center | | Silo Bend Distribution Center | | 0 | | | 4,131 | | | 27,497 | | | 4,666 | | | 4,132 | | | 32,162 | | | 36,294 | | | 9,176 | | | 2011 | | 1987/90 |
Tampa East Distribution Center | | — |
| | 791 |
| | 4,758 |
| | 513 |
| | 791 |
| | 5,271 |
| | 6,062 |
| | 1,271 |
| | 2011 | | 1984 | Tampa East Distribution Center | | 0 | | | 791 | | | 4,758 | | | 721 | | | 791 | | | 5,479 | | | 6,270 | | | 1,824 | | | 2011 | | 1984 |
Tampa West Distribution Center | | — |
| | 2,139 |
| | 8,502 |
| | 1,145 |
| | 2,140 |
| | 9,646 |
| | 11,786 |
| | 2,250 |
| | 2011 | | 1975/93/94 | Tampa West Distribution Center | | 0 | | | 2,139 | | | 8,502 | | | 1,276 | | | 2,140 | | | 9,777 | | | 11,917 | | | 3,092 | | | 2011 | | 1975/93/94 |
Madison Distribution Center | | — |
| | 495 |
| | 2,779 |
| | 428 |
| | 495 |
| | 3,207 |
| | 3,702 |
| | 774 |
| | 2012 | | 2007 | Madison Distribution Center | | 0 | | | 495 | | | 2,779 | | | 466 | | | 495 | | | 3,245 | | | 3,740 | | | 1,100 | | | 2012 | | 2007 |
Madison Distribution Center II & III | | — |
| | 624 |
| | — |
| | 7,004 |
| | 624 |
| | 7,004 |
| | 7,628 |
| | 632 |
| | 2012 | | 2015 | Madison Distribution Center II & III | | 0 | | | 624 | | | 0 | | | 7,029 | | | 624 | | | 7,029 | | | 7,653 | | | 1,475 | | | 2012 | | 2015 |
Madison Distribution Center IV & V | | — |
| | 565 |
| | — |
| | 8,202 |
| | 565 |
| | 8,202 |
| | 8,767 |
| | 271 |
| | 2012 | | 2016 | Madison Distribution Center IV & V | | 0 | | | 565 | | | 0 | | | 8,232 | | | 565 | | | 8,232 | | | 8,797 | | | 1,546 | | | 2012 | | 2016 |
Grand Oaks 75 Business Center I | | Grand Oaks 75 Business Center I | | 0 | | | 3,572 | | | 12,979 | | | 102 | | | 3,572 | | | 13,081 | | | 16,653 | | | 626 | | | 2019 | | 2017 |
Grand Oaks 75 Business Center II | | Grand Oaks 75 Business Center II | | 0 | | | 2,589 | | | 10,226 | | | 2,325 | | | 2,589 | | | 12,551 | | | 15,140 | | | 239 | | | 2019 | | 2019 |
Orlando | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | | Orlando | | | | | | | | | | | | | | | | | | | | |
Chancellor Center | | — |
| | 291 |
| | 1,711 |
| | 476 |
| | 291 |
| | 2,187 |
| | 2,478 |
| | 1,272 |
| | 1996/97 | | 1996/97 | Chancellor Center | | 0 | | | 291 | | | 1,711 | | | 513 | | | 291 | | | 2,224 | | | 2,515 | | | 1,485 | | | 1996/97 | | 1996/97 |
Exchange Distribution Center I | | — |
| | 603 |
| | 2,414 |
| | 2,275 |
| | 603 |
| | 4,689 |
| | 5,292 |
| | 3,314 |
| | 1994 | | 1975 | Exchange Distribution Center I | | 0 | | | 603 | | | 2,414 | | | 2,400 | | | 603 | | | 4,814 | | | 5,417 | | | 3,659 | | | 1994 | | 1975 |
Exchange Distribution Center II | | — |
| | 300 |
| | 945 |
| | 454 |
| | 300 |
| | 1,399 |
| | 1,699 |
| | 810 |
| | 2002 | | 1976 | Exchange Distribution Center II | | 0 | | | 300 | | | 945 | | | 482 | | | 300 | | | 1,427 | | | 1,727 | | | 950 | | | 2002 | | 1976 |
Exchange Distribution Center III | | — |
| | 320 |
| | 997 |
| | 403 |
| | 320 |
| | 1,400 |
| | 1,720 |
| | 903 |
| | 2002 | | 1980 | Exchange Distribution Center III | | 0 | | | 320 | | | 997 | | | 408 | | | 320 | | | 1,405 | | | 1,725 | | | 997 | | | 2002 | | 1980 |
Sunbelt Distribution Center | | — |
| | 1,472 |
| | 5,745 |
| | 5,901 |
| | 1,472 |
| | 11,646 |
| | 13,118 |
| | 8,622 |
| | 1989/97/98 | | 1974/87/97/98 | Sunbelt Distribution Center | | 0 | | | 1,472 | | | 5,745 | | | 6,109 | | | 1,472 | | | 11,854 | | | 13,326 | | | 9,525 | | | 1989/97/98 | | 1974/87/97/98 |
John Young Commerce Center I | | — |
| | 497 |
| | 2,444 |
| | 1,291 |
| | 497 |
| | 3,735 |
| | 4,232 |
| | 2,082 |
| | 1997/98 | | 1997/98 | John Young Commerce Center I | | 0 | | | 497 | | | 2,444 | | | 1,601 | | | 497 | | | 4,045 | | | 4,542 | | | 2,543 | | | 1997/98 | | 1997/98 |
John Young Commerce Center II | | — |
| | 512 |
| | 3,613 |
| | 529 |
| | 512 |
| | 4,142 |
| | 4,654 |
| | 2,632 |
| | 1998 | | 1999 | John Young Commerce Center II | | 0 | | | 512 | | | 3,613 | | | 576 | | | 512 | | | 4,189 | | | 4,701 | | | 2,943 | | | 1998 | | 1999 |
Altamonte Commerce Center I | | — |
| | 1,498 |
| | 2,661 |
| | 2,675 |
| | 1,498 |
| | 5,336 |
| | 6,834 |
| | 3,856 |
| | 1999 | | 1980/82 | |
Altamonte Commerce Center II | | — |
| | 745 |
| | 2,618 |
| | 1,252 |
| | 745 |
| | 3,870 |
| | 4,615 |
| | 2,212 |
| | 2003 | | 1975 | |
Sunport Center I | | — |
| | 555 |
| | 1,977 |
| | 1,011 |
| | 555 |
| | 2,988 |
| | 3,543 |
| | 1,516 |
| | 1999 | | 1999 | Sunport Center I | | 0 | | | 555 | | | 1,977 | | | 1,077 | | | 555 | | | 3,054 | | | 3,609 | | | 1,832 | | | 1999 | | 1999 |
Sunport Center II | | — |
| | 597 |
| | 3,271 |
| | 1,872 |
| | 597 |
| | 5,143 |
| | 5,740 |
| | 3,379 |
| | 1999 | | 2001 | Sunport Center II | | 0 | | | 597 | | | 3,271 | | | 2,250 | | | 597 | | | 5,521 | | | 6,118 | | | 3,846 | | | 1999 | | 2001 |
Sunport Center III | | — |
| | 642 |
| | 3,121 |
| | 1,032 |
| | 642 |
| | 4,153 |
| | 4,795 |
| | 2,194 |
| | 1999 | | 2002 | Sunport Center III | | 0 | | | 642 | | | 3,121 | | | 1,268 | | | 642 | | | 4,389 | | | 5,031 | | | 2,611 | | | 1999 | | 2002 |
Sunport Center IV | | — |
| | 642 |
| | 2,917 |
| | 1,804 |
| | 642 |
| | 4,721 |
| | 5,363 |
| | 2,324 |
| | 1999 | | 2004 | Sunport Center IV | | 0 | | | 642 | | | 2,917 | | | 1,843 | | | 642 | | | 4,760 | | | 5,402 | | | 2,982 | | | 1999 | | 2004 |
Sunport Center V | | — |
| | 750 |
| | 2,509 |
| | 2,385 |
| | 750 |
| | 4,894 |
| | 5,644 |
| | 2,694 |
| | 1999 | | 2005 | Sunport Center V | | 0 | | | 750 | | | 2,509 | | | 2,478 | | | 750 | | | 4,987 | | | 5,737 | | | 3,068 | | | 1999 | | 2005 |
Sunport Center VI | | — |
| | 672 |
| | — |
| | 3,486 |
| | 672 |
| | 3,486 |
| | 4,158 |
| | 1,358 |
| | 1999 | | 2006 | Sunport Center VI | | 0 | | | 672 | | | 0 | | | 3,750 | | | 672 | | | 3,750 | | | 4,422 | | | 1,691 | | | 1999 | | 2006 |
Southridge Commerce Park I | | — |
| | 373 |
| | — |
| | 4,829 |
| | 373 |
| | 4,829 |
| | 5,202 |
| | 2,805 |
| | 2003 | | 2006 | Southridge Commerce Park I | | 0 | | | 373 | | | 0 | | | 5,237 | | | 373 | | | 5,237 | | | 5,610 | | | 3,218 | | | 2003 | | 2006 |
Southridge Commerce Park II | | — |
| | 342 |
| | — |
| | 4,424 |
| | 342 |
| | 4,424 |
| | 4,766 |
| | 2,195 |
| | 2003 | | 2007 | Southridge Commerce Park II | | 0 | | | 342 | | | 0 | | | 4,532 | | | 342 | | | 4,532 | | | 4,874 | | | 2,496 | | | 2003 | | 2007 |
Southridge Commerce Park III | | — |
| | 547 |
| | — |
| | 5,543 |
| | 547 |
| | 5,543 |
| | 6,090 |
| | 2,118 |
| | 2003 | | 2007 | Southridge Commerce Park III | | 0 | | | 547 | | | 0 | | | 5,756 | | | 547 | | | 5,756 | | | 6,303 | | | 2,634 | | | 2003 | | 2007 |
Southridge Commerce Park IV (h) | | 2,798 |
| | 506 |
| | — |
| | 4,632 |
| | 506 |
| | 4,632 |
| | 5,138 |
| | 1,842 |
| | 2003 | | 2006 | |
Southridge Commerce Park V (h) | | 2,660 |
| | 382 |
| | — |
| | 4,502 |
| | 382 |
| | 4,502 |
| | 4,884 |
| | 2,056 |
| | 2003 | | 2006 | |
Southridge Commerce Park IV (f) | | Southridge Commerce Park IV (f) | | 2,393 | | | 506 | | | 0 | | | 4,919 | | | 506 | | | 4,919 | | | 5,425 | | | 2,209 | | | 2003 | | 2006 |
Southridge Commerce Park V (f) | | Southridge Commerce Park V (f) | | 2,175 | | | 382 | | | 0 | | | 4,548 | | | 382 | | | 4,548 | | | 4,930 | | | 2,404 | | | 2003 | | 2006 |
Southridge Commerce Park VI | | — |
| | 571 |
| | — |
| | 5,284 |
| | 571 |
| | 5,284 |
| | 5,855 |
| | 1,879 |
| | 2003 | | 2007 | Southridge Commerce Park VI | | 0 | | | 571 | | | 0 | | | 5,396 | | | 571 | | | 5,396 | | | 5,967 | | | 2,382 | | | 2003 | | 2007 |
Southridge Commerce Park VII | | — |
| | 520 |
| | — |
| | 6,715 |
| | 520 |
| | 6,715 |
| | 7,235 |
| | 2,354 |
| | 2003 | | 2008 | Southridge Commerce Park VII | | 0 | | | 520 | | | 0 | | | 6,787 | | | 520 | | | 6,787 | | | 7,307 | | | 2,964 | | | 2003 | | 2008 |
Southridge Commerce Park VIII | | — |
| | 531 |
| | — |
| | 6,345 |
| | 531 |
| | 6,345 |
| | 6,876 |
| | 1,902 |
| | 2003 | | 2008 | |
Southridge Commerce Park IX | | — |
| | 468 |
| | — |
| | 6,453 |
| | 468 |
| | 6,453 |
| | 6,921 |
| | 1,415 |
| | 2003 | | 2012 | |
Southridge Commerce Park X | | — |
| | 414 |
| | — |
| | 4,867 |
| | 414 |
| | 4,867 |
| | 5,281 |
| | 794 |
| | 2003 | | 2012 | |
| | SCHEDULE III | SCHEDULE III | SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION | REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION | REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) | |
DECEMBER 31, 2020 (In thousands, except footnotes) | | DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed | Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | Land | | Buildings and Improvements | | Total | | | Land | | Buildings and Improvements | | Land | | Buildings and Improvements | | Total | |
Southridge Commerce Park VIII | | Southridge Commerce Park VIII | | 0 | | | 531 | | | 0 | | | 6,369 | | | 531 | | | 6,369 | | | 6,900 | | | 2,359 | | | 2003 | | 2008 |
Southridge Commerce Park IX | | Southridge Commerce Park IX | | 0 | | | 468 | | | 0 | | | 6,462 | | | 468 | | | 6,462 | | | 6,930 | | | 2,244 | | | 2003 | | 2012 |
Southridge Commerce Park X | | Southridge Commerce Park X | | 0 | | | 414 | | | 0 | | | 4,879 | | | 414 | | | 4,879 | | | 5,293 | | | 1,357 | | | 2003 | | 2012 |
Southridge Commerce Park XI | | — |
| | 513 |
| | — |
| | 5,927 |
| | 513 |
| | 5,927 |
| | 6,440 |
| | 1,123 |
| | 2003 | | 2012 | Southridge Commerce Park XI | | 0 | | | 513 | | | 0 | | | 5,939 | | | 513 | | | 5,939 | | | 6,452 | | | 1,788 | | | 2003 | | 2012 |
Southridge Commerce Park XII | | — |
| | 2,025 |
| | — |
| | 16,896 |
| | 2,025 |
| | 16,896 |
| | 18,921 |
| | 4,715 |
| | 2005 | | 2008 | Southridge Commerce Park XII | | 0 | | | 2,025 | | | 0 | | | 17,189 | | | 2,025 | | | 17,189 | | | 19,214 | | | 6,003 | | | 2005 | | 2008 |
Horizon Commerce Park I | | — |
| | 991 |
| | — |
| | 6,519 |
| | 991 |
| | 6,519 |
| | 7,510 |
| | 898 |
| | 2008 | | 2014 | Horizon Commerce Park I | | 0 | | | 991 | | | 0 | | | 6,586 | | | 991 | | | 6,586 | | | 7,577 | | | 1,650 | | | 2008 | | 2014 |
Horizon Commerce Park II | | — |
| | 1,111 |
| | — |
| | 7,197 |
| | 1,111 |
| | 7,197 |
| | 8,308 |
| | 796 |
| | 2008 | | 2014 | Horizon Commerce Park II | | 0 | | | 1,111 | | | 0 | | | 7,249 | | | 1,111 | | | 7,249 | | | 8,360 | | | 1,666 | | | 2008 | | 2014 |
Horizon Commerce Park III | | — |
| | 991 |
| | — |
| | 6,471 |
| | 991 |
| | 6,471 |
| | 7,462 |
| | 490 |
| | 2008 | | 2016 | Horizon Commerce Park III | | 0 | | | 991 | | | 0 | | | 6,541 | | | 991 | | | 6,541 | | | 7,532 | | | 1,259 | | | 2008 | | 2016 |
Horizon Commerce Park IV | | — |
| | 1,097 |
| | — |
| | 8,549 |
| | 1,097 |
| | 8,549 |
| | 9,646 |
| | 663 |
| | 2008 | | 2015 | Horizon Commerce Park IV | | 0 | | | 1,097 | | | 0 | | | 8,595 | | | 1,097 | | | 8,595 | | | 9,692 | | | 1,677 | | | 2008 | | 2015 |
Horizon Commerce Park V | | — |
| | 1,108 |
| | — |
| | 8,590 |
| | 1,108 |
| | 8,590 |
| | 9,698 |
| | 209 |
| | 2008 | | 2017 | Horizon Commerce Park V | | 0 | | | 1,108 | | | 0 | | | 8,604 | | | 1,108 | | | 8,604 | | | 9,712 | | | 1,182 | | | 2008 | | 2017 |
Horizon Commerce Park VI | | Horizon Commerce Park VI | | 0 | | | 1,099 | | | 0 | | | 11,131 | | | 1,099 | | | 11,131 | | | 12,230 | | | 900 | | | 2008 | | 2019 |
Horizon Commerce Park VII | | — |
| | 962 |
| | — |
| | 7,468 |
| | 961 |
| | 7,469 |
| | 8,430 |
| | 233 |
| | 2008 | | 2017 | Horizon Commerce Park VII | | 0 | | | 962 | | | 0 | | | 7,639 | | | 962 | | | 7,639 | | | 8,601 | | | 1,319 | | | 2008 | | 2017 |
Horizon Commerce Park VIII & IX | | Horizon Commerce Park VIII & IX | | 0 | | | 1,590 | | | 0 | | | 16,628 | | | 1,590 | | | 16,628 | | | 18,218 | | | 532 | | | 2008 | | 2019 |
Horizon Commerce Park X | | Horizon Commerce Park X | | 0 | | | 846 | | | 0 | | | 6,601 | | | 846 | | | 6,601 | | | 7,447 | | | 752 | | | 2009 | | 2018 |
Horizon Commerce Park XI | | Horizon Commerce Park XI | | 0 | | | 1,101 | | | 0 | | | 9,877 | | | 1,101 | | | 9,877 | | | 10,978 | | | 569 | | | 2009 | | 2019 |
Horizon Commerce Park XII | | Horizon Commerce Park XII | | 0 | | | 1,416 | | | 0 | | | 10,581 | | | 1,416 | | | 10,581 | | | 11,997 | | | 1,118 | | | 2009 | | 2017 |
Jacksonville | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | | Jacksonville | | | | | | | | | | | | | | | | | | | | |
Deerwood Distribution Center | | — |
| | 1,147 |
| | 1,799 |
| | 3,389 |
| | 1,147 |
| | 5,188 |
| | 6,335 |
| | 3,181 |
| | 1989 | | 1978 | Deerwood Distribution Center | | 0 | | | 1,147 | | | 1,799 | | | 6,558 | | | 1,147 | | | 8,357 | | | 9,504 | | | 3,895 | | | 1989 | | 1978 |
Phillips Distribution Center | | — |
| | 1,375 |
| | 2,961 |
| | 4,414 |
| | 1,375 |
| | 7,375 |
| | 8,750 |
| | 5,373 |
| | 1994 | | 1984/95 | Phillips Distribution Center | | 0 | | | 1,375 | | | 2,961 | | | 5,085 | | | 1,375 | | | 8,046 | | | 9,421 | | | 5,815 | | | 1994 | | 1984/95 |
Lake Pointe Business Park | | — |
| | 3,442 |
| | 6,450 |
| | 8,272 |
| | 3,442 |
| | 14,722 |
| | 18,164 |
| | 11,091 |
| | 1993 | | 1986/87 | Lake Pointe Business Park | | 0 | | | 3,442 | | | 6,450 | | | 9,930 | | | 3,442 | | | 16,380 | | | 19,822 | | | 12,840 | | | 1993 | | 1986/87 |
Ellis Distribution Center | | — |
| | 540 |
| | 7,513 |
| | 1,752 |
| | 540 |
| | 9,265 |
| | 9,805 |
| | 4,770 |
| | 1997 | | 1977 | Ellis Distribution Center | | 0 | | | 540 | | | 7,513 | | | 4,399 | | | 540 | | | 11,912 | | | 12,452 | | | 5,706 | | | 1997 | | 1977 |
Westside Distribution Center | | — |
| | 2,011 |
| | 15,374 |
| | 8,211 |
| | 2,011 |
| | 23,585 |
| | 25,596 |
| | 12,109 |
| | 1997/2008 | | 1984/85 | Westside Distribution Center | | 0 | | | 2,011 | | | 15,374 | | | 9,896 | | | 2,011 | | | 25,270 | | | 27,281 | | | 14,506 | | | 1997/2008 | | 1984/85 |
Beach Commerce Center | | — |
| | 476 |
| | 1,899 |
| | 678 |
| | 476 |
| | 2,577 |
| | 3,053 |
| | 1,385 |
| | 2000 | | 2000 | Beach Commerce Center | | 0 | | | 476 | | | 1,899 | | | 888 | | | 476 | | | 2,787 | | | 3,263 | | | 1,617 | | | 2000 | | 2000 |
Interstate Distribution Center | | — |
| | 1,879 |
| | 5,700 |
| | 1,808 |
| | 1,879 |
| | 7,508 |
| | 9,387 |
| | 4,012 |
| | 2005 | | 1990 | Interstate Distribution Center | | 0 | | | 1,879 | | | 5,700 | | | 2,274 | | | 1,879 | | | 7,974 | | | 9,853 | | | 4,798 | | | 2005 | | 1990 |
Flagler Center | | — |
| | 7,317 |
| | 14,912 |
| | 28 |
| | 7,317 |
| | 14,940 |
| | 22,257 |
| | 675 |
| | 2016 | | 1997/2005 | Flagler Center | | 0 | | | 7,317 | | | 14,912 | | | 1,012 | | | 7,317 | | | 15,924 | | | 23,241 | | | 2,245 | | | 2016 | | 1997 & 2005 |
Ft. Lauderdale/Palm Beach area | | | | | | | | | | | | | | | | | | Ft. Lauderdale/Palm Beach area | |
Linpro Commerce Center | | — |
| | 613 |
| | 2,243 |
| | 3,049 |
| | 616 |
| | 5,289 |
| | 5,905 |
| | 3,382 |
| | 1996 | | 1986 | Linpro Commerce Center | | 0 | | | 613 | | | 2,243 | | | 3,623 | | | 616 | | | 5,863 | | | 6,479 | | | 4,026 | | | 1996 | | 1986 |
Cypress Creek Business Park | | — |
| | — |
| | 2,465 |
| | 1,892 |
| | — |
| | 4,357 |
| | 4,357 |
| | 3,001 |
| | 1997 | | 1986 | Cypress Creek Business Park | | 0 | | | 0 | | | 2,465 | | | 2,604 | | | 0 | | | 5,069 | | | 5,069 | | | 3,520 | | | 1997 | | 1986 |
Lockhart Distribution Center | | — |
| | — |
| | 3,489 |
| | 2,935 |
| | — |
| | 6,424 |
| | 6,424 |
| | 4,291 |
| | 1997 | | 1986 | Lockhart Distribution Center | | 0 | | | 0 | | | 3,489 | | | 3,150 | | | 0 | | | 6,639 | | | 6,639 | | | 4,949 | | | 1997 | | 1986 |
Interstate Commerce Center | | — |
| | 485 |
| | 2,652 |
| | 836 |
| | 485 |
| | 3,488 |
| | 3,973 |
| | 2,308 |
| | 1998 | | 1988 | Interstate Commerce Center | | 0 | | | 485 | | | 2,652 | | | 1,851 | | | 485 | | | 4,503 | | | 4,988 | | | 2,579 | | | 1998 | | 1988 |
Executive Airport Distribution Ctr (f) | | 6,915 |
| | 1,991 |
| | 4,857 |
| | 5,265 |
| | 1,991 |
| | 10,122 |
| | 12,113 |
| | 4,879 |
| | 2001 | | 2004/06 | |
Sample 95 Business Park | | — |
| | 2,202 |
| | 8,785 |
| | 3,524 |
| | 2,202 |
| | 12,309 |
| | 14,511 |
| | 7,917 |
| | 1996/98 | | 1990/99 | |
Blue Heron Distribution Center | | — |
| | 975 |
| | 3,626 |
| | 1,961 |
| | 975 |
| | 5,587 |
| | 6,562 |
| | 3,572 |
| | 1999 | | 1986 | |
Blue Heron Distribution Center II | | 409 |
| | 1,385 |
| | 4,222 |
| | 1,333 |
| | 1,385 |
| | 5,555 |
| | 6,940 |
| | 2,515 |
| | 2004 | | 1988 | |
Blue Heron Distribution Center III | | — |
| | 450 |
| | — |
| | 2,683 |
| | 450 |
| | 2,683 |
| | 3,133 |
| | 904 |
| | 2004 | | 2009 | |
| | | | | | | | | | | | | | | | | | |
Executive Airport Distribution Ctr | | Executive Airport Distribution Ctr | | 0 | | | 1,991 | | | 4,857 | | | 5,981 | | | 1,991 | | | 10,838 | | | 12,829 | | | 5,613 | | | 2001 | | 2004/06 |
| | SCHEDULE III | SCHEDULE III | SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION | REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION | REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) | |
DECEMBER 31, 2020 (In thousands, except footnotes) | | DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed | Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | Land | | Buildings and Improvements | | Total | | | Land | | Buildings and Improvements | | Land | | Buildings and Improvements | | Total | |
Sample 95 Business Park | | Sample 95 Business Park | | 0 | | | 2,202 | | | 8,785 | | | 4,323 | | | 2,202 | | | 13,108 | | | 15,310 | | | 8,623 | | | 1996/98 | | 1990/99 |
Blue Heron Distribution Center | | Blue Heron Distribution Center | | 0 | | | 975 | | | 3,626 | | | 2,655 | | | 975 | | | 6,281 | | | 7,256 | | | 4,048 | | | 1999 | | 1986 |
Blue Heron Distribution Center II | | Blue Heron Distribution Center II | | 0 | | | 1,385 | | | 4,222 | | | 2,154 | | | 1,385 | | | 6,376 | | | 7,761 | | | 3,369 | | | 2004 | | 1988 |
Blue Heron Distribution Center III | | Blue Heron Distribution Center III | | 0 | | | 450 | | | 0 | | | 2,843 | | | 450 | | | 2,843 | | | 3,293 | | | 1,187 | | | 2004 | | 2009 |
Weston Commerce Park | | Weston Commerce Park | | 0 | | | 4,163 | | | 9,951 | | | 1,738 | | | 4,163 | | | 11,689 | | | 15,852 | | | 1,535 | | | 2016 | | 1998 |
| Ft. Myers | | | | | | | | | | | | | | | | | | Ft. Myers | |
SunCoast Commerce Center I | | — |
| | 911 |
| | — |
| | 4,809 |
| | 928 |
| | 4,792 |
| | 5,720 |
| | 1,754 |
| | 2005 | | 2008 | SunCoast Commerce Center I | | 0 | | | 911 | | | 0 | | | 4,841 | | | 928 | | | 4,824 | | | 5,752 | | | 2,066 | | | 2005 | | 2008 |
SunCoast Commerce Center II | | — |
| | 911 |
| | — |
| | 4,993 |
| | 928 |
| | 4,976 |
| | 5,904 |
| | 2,005 |
| | 2005 | | 2007 | SunCoast Commerce Center II | | 0 | | | 911 | | | 0 | | | 5,030 | | | 928 | | | 5,013 | | | 5,941 | | | 2,314 | | | 2005 | | 2007 |
SunCoast Commerce Center III | | — |
| | 1,720 |
| | — |
| | 6,665 |
| | 1,763 |
| | 6,622 |
| | 8,385 |
| | 2,216 |
| | 2006 | | 2008 | SunCoast Commerce Center III | | 0 | | | 1,720 | | | 0 | | | 6,714 | | | 1,763 | | | 6,671 | | | 8,434 | | | 2,754 | | | 2006 | | 2008 |
SunCoast Commerce Center IV | | SunCoast Commerce Center IV | | 0 | | | 1,733 | | | 0 | | | 7,548 | | | 1,762 | | | 7,519 | | | 9,281 | | | 983 | | | 2006 | | 2017 |
SunCoast Commerce Center V | | SunCoast Commerce Center V | | 0 | | | 1,511 | | | 0 | | | 6,724 | | | 1,594 | | | 6,641 | | | 8,235 | | | 512 | | | 2006 | | 2019 |
SunCoast Commerce Center VI | | SunCoast Commerce Center VI | | 0 | | | 1,537 | | | 0 | | | 7,063 | | | 1,594 | | | 7,006 | | | 8,600 | | | 244 | | | 2006 | | 2019 |
SunCoast Commerce Center VIII | | SunCoast Commerce Center VIII | | 0 | | | 1,533 | | | 0 | | | 6,782 | | | 1,533 | | | 6,782 | | | 8,315 | | | 196 | | | 2006 | | 2020 |
Miami | | Miami | |
Gateway Commerce Park 1 | | Gateway Commerce Park 1 | | 0 | | | 5,746 | | | 0 | | | 18,955 | | | 5,746 | | | 18,955 | | | 24,701 | | | 1,357 | | | 2016 | | 2018 |
Gateway Commerce Park 5 | | Gateway Commerce Park 5 | | 0 | | | 5,746 | | | 0 | | | 19,329 | | | 5,357 | | | 19,718 | | | 25,075 | | | 900 | | | 2016 | | 2019 |
CALIFORNIA | | | | | | | | | | | | | | | | | | CALIFORNIA | |
San Francisco area | | | | | | | | | | | | | | | | | | San Francisco area | |
Wiegman Distribution Center I | | — |
| | 2,197 |
| | 8,788 |
| | 2,105 |
| | 2,308 |
| | 10,782 |
| | 13,090 |
| | 6,211 |
| | 1996 | | 1986/87 | Wiegman Distribution Center I | | 0 | | | 2,197 | | | 8,788 | | | 2,514 | | | 2,308 | | | 11,191 | | | 13,499 | | | 7,250 | | | 1996 | | 1986/87 |
Wiegman Distribution Center II | | — |
| | 2,579 |
| | 4,316 |
| | 152 |
| | 2,579 |
| | 4,468 |
| | 7,047 |
| | 695 |
| | 2012 | | 1998 | Wiegman Distribution Center II | | 0 | | | 2,579 | | | 4,316 | | | 152 | | | 2,579 | | | 4,468 | | | 7,047 | | | 1,071 | | | 2012 | | 1998 |
Huntwood Distribution Center | | — |
| | 3,842 |
| | 15,368 |
| | 3,109 |
| | 3,842 |
| | 18,477 |
| | 22,319 |
| | 10,819 |
| | 1996 | | 1988 | Huntwood Distribution Center | | 0 | | | 3,842 | | | 15,368 | | | 3,711 | | | 3,842 | | | 19,079 | | | 22,921 | | | 12,547 | | | 1996 | | 1988 |
San Clemente Distribution Center | | — |
| | 893 |
| | 2,004 |
| | 932 |
| | 893 |
| | 2,936 |
| | 3,829 |
| | 1,846 |
| | 1997 | | 1978 | San Clemente Distribution Center | | 0 | | | 893 | | | 2,004 | | | 944 | | | 893 | | | 2,948 | | | 3,841 | | | 2,088 | | | 1997 | | 1978 |
Yosemite Distribution Center | | — |
| | 259 |
| | 7,058 |
| | 1,344 |
| | 259 |
| | 8,402 |
| | 8,661 |
| | 4,670 |
| | 1999 | | 1974/87 | Yosemite Distribution Center | | 0 | | | 259 | | | 7,058 | | | 2,036 | | | 731 | | | 8,622 | | | 9,353 | | | 5,452 | | | 1999 | | 1974/87 |
Los Angeles area | | | | | | | | | | | | | | | | | | Los Angeles area | |
Kingsview Industrial Center (e) | | 2,455 |
| | 643 |
| | 2,573 |
| | 892 |
| | 643 |
| | 3,465 |
| | 4,108 |
| | 1,949 |
| | 1996 | | 1980 | |
Dominguez Distribution Center (e) | | 6,693 |
| | 2,006 |
| | 8,025 |
| | 1,170 |
| | 2,006 |
| | 9,195 |
| | 11,201 |
| | 5,525 |
| | 1996 | | 1977 | |
Eucalyptus Distribution Center | | Eucalyptus Distribution Center | | 0 | | | 11,392 | | | 11,498 | | | 194 | | | 11,392 | | | 11,692 | | | 23,084 | | | 1,043 | | | 2018 | | 1988 |
Kingsview Industrial Center | | Kingsview Industrial Center | | 0 | | | 643 | | | 2,573 | | | 883 | | | 643 | | | 3,456 | | | 4,099 | | | 2,329 | | | 1996 | | 1980 |
Dominguez Distribution Center | | Dominguez Distribution Center | | 0 | | | 2,006 | | | 8,025 | | | 1,170 | | | 2,006 | | | 9,195 | | | 11,201 | | | 6,120 | | | 1996 | | 1977 |
Main Street Distribution Center | | — |
| | 1,606 |
| | 4,103 |
| | 831 |
| | 1,606 |
| | 4,934 |
| | 6,540 |
| | 2,757 |
| | 1999 | | 1999 | Main Street Distribution Center | | 0 | | | 1,606 | | | 4,103 | | | 869 | | | 1,606 | | | 4,972 | | | 6,578 | | | 3,119 | | | 1999 | | 1999 |
Walnut Business Center (e) | | 6,352 |
| | 2,885 |
| | 5,274 |
| | 2,471 |
| | 2,885 |
| | 7,745 |
| | 10,630 |
| | 4,113 |
| | 1996 | | 1966/90 | |
Washington Distribution Center (e) | | 4,321 |
| | 1,636 |
| | 4,900 |
| | 695 |
| | 1,636 |
| | 5,595 |
| | 7,231 |
| | 3,133 |
| | 1997 | | 1996/97 | |
Chino Distribution Center | | — |
| | 2,544 |
| | 10,175 |
| | 1,623 |
| | 2,544 |
| | 11,798 |
| | 14,342 |
| | 7,929 |
| | 1998 | | 1980 | |
Ramona Distribution Center | | 2,572 |
| | 3,761 |
| | 5,751 |
| | 3 |
| | 3,761 |
| | 5,754 |
| | 9,515 |
| | 488 |
| | 2014 | | 1984 | |
Industry Distribution Center I (e) | | 16,148 |
| | 10,230 |
| | 12,373 |
| | 4,418 |
| | 10,230 |
| | 16,791 |
| | 27,021 |
| | 8,796 |
| | 1998 | | 1959 | |
Industry Distribution Center III (e) | | 1,706 |
| | — |
| | 3,012 |
| | (157 | ) | | — |
| | 2,855 |
| | 2,855 |
| | 2,855 |
| | 2007 | | 1992 | |
Chestnut Business Center | | — |
| | 1,674 |
| | 3,465 |
| | 284 |
| | 1,674 |
| | 3,749 |
| | 5,423 |
| | 1,902 |
| | 1998 | | 1999 | |
Los Angeles Corporate Center | | — |
| | 1,363 |
| | 5,453 |
| | 3,214 |
| | 1,363 |
| | 8,667 |
| | 10,030 |
| | 5,807 |
| | 1996 | | 1986 | |
Santa Barbara | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | | |
University Business Center | | — |
| | 5,517 |
| | 22,067 |
| | 8,225 |
| | 5,520 |
| | 30,289 |
| | 35,809 |
| | 17,119 |
| | 1996 | | 1987/88 | |
Fresno | | | | | | | | | | | | | | | | | | |
Shaw Commerce Center (e) | | 11,905 |
| | 2,465 |
| | 11,627 |
| | 5,830 |
| | 2,465 |
| | 17,457 |
| | 19,922 |
| | 10,711 |
| | 1998 | | 1978/81/87 | |
| | | | | | | | | | | | | | | | | | |
Walnut Business Center | | Walnut Business Center | | 0 | | | 2,885 | | | 5,274 | | | 2,590 | | | 2,885 | | | 7,864 | | | 10,749 | | | 5,143 | | | 1996 | | 1966/90 |
Washington Distribution Center | | Washington Distribution Center | | 0 | | | 1,636 | | | 4,900 | | | 751 | | | 1,636 | | | 5,651 | | | 7,287 | | | 3,579 | | | 1997 | | 1996/97 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
San Diego | | | | | | | | | | | | | | | | | | | | |
Eastlake Distribution Center | | — |
| | 3,046 |
| | 6,888 |
| | 1,786 |
| | 3,046 |
| | 8,674 |
| | 11,720 |
| | 5,279 |
| | 1997 | | 1989 |
Ocean View Corporate Center (f) | | 8,358 |
| | 6,577 |
| | 7,105 |
| | 957 |
| | 6,577 |
| | 8,062 |
| | 14,639 |
| | 2,638 |
| | 2010 | | 2005 |
TEXAS | | | | | | | | | | | | | | | | | | | | |
Dallas | | | | | | | | | | | | | | | | | | | | |
Interstate Warehouse I & II (g) | | 5,447 |
| | 1,746 |
| | 4,941 |
| | 3,628 |
| | 1,746 |
| | 8,569 |
| | 10,315 |
| | 6,223 |
| | 1988 | | 1978 |
Interstate Warehouse III (g) | | 2,163 |
| | 519 |
| | 2,008 |
| | 1,570 |
| | 519 |
| | 3,578 |
| | 4,097 |
| | 2,082 |
| | 2000 | | 1979 |
Interstate Warehouse IV | | — |
| | 416 |
| | 2,481 |
| | 535 |
| | 416 |
| | 3,016 |
| | 3,432 |
| | 1,541 |
| | 2004 | | 2002 |
Interstate Warehouse V, VI, & VII (h) | | 4,424 |
| | 1,824 |
| | 4,106 |
| | 2,190 |
| | 1,824 |
| | 6,296 |
| | 8,120 |
| | 2,974 |
| | 2009 | | 1979/80/81 |
Venture Warehouses (g) | | 4,155 |
| | 1,452 |
| | 3,762 |
| | 2,654 |
| | 1,452 |
| | 6,416 |
| | 7,868 |
| | 5,126 |
| | 1988 | | 1979 |
ParkView Commerce Center 1-3 | | — |
| | 2,663 |
| | — |
| | 18,452 |
| | 2,663 |
| | 18,452 |
| | 21,115 |
| | 998 |
| | 2014 | | 2015 |
Shady Trail Distribution Center | | — |
| | 635 |
| | 3,621 |
| | 1,255 |
| | 635 |
| | 4,876 |
| | 5,511 |
| | 2,397 |
| | 2003 | | 1998 |
Valwood Distribution Center | | — |
| | 4,361 |
| | 34,405 |
| | 3,027 |
| | 4,361 |
| | 37,432 |
| | 41,793 |
| | 7,806 |
| | 2012 | | 1986/87/97/98 |
Northfield Distribution Center | | — |
| | 12,470 |
| | 50,713 |
| | 2,973 |
| | 12,470 |
| | 53,686 |
| | 66,156 |
| | 11,119 |
| | 2013 | | 1999-2001/03/04/08 |
Parc North 1-4 | | — |
| | 4,615 |
| | 26,358 |
| | 4,482 |
| | 4,615 |
| | 30,840 |
| | 35,455 |
| | 998 |
| | 2016 | | 2016 |
CreekView 121 1 & 2 | | — |
| | 3,275 |
| | — |
| | 14,568 |
| | 3,275 |
| | 14,568 |
| | 17,843 |
| | 310 |
| | 2015/16 | | 2017 |
Houston | | | | | | | | | | | | | | | | | | | | |
World Houston Int'l Business Ctr 1 & 2 | | — |
| | 660 |
| | 5,893 |
| | 2,066 |
| | 660 |
| | 7,959 |
| | 8,619 |
| | 4,714 |
| | 1998 | | 1996 |
World Houston Int'l Business Ctr 3, 4 & 5 (g) | | 4,730 |
| | 1,025 |
| | 6,413 |
| | 1,518 |
| | 1,025 |
| | 7,931 |
| | 8,956 |
| | 4,700 |
| | 1998 | | 1998 |
World Houston Int'l Business Ctr 6 (g) | | 1,850 |
| | 425 |
| | 2,423 |
| | 655 |
| | 425 |
| | 3,078 |
| | 3,503 |
| | 1,833 |
| | 1998 | | 1998 |
World Houston Int'l Business Ctr 7 & 8 (g) | | 5,392 |
| | 680 |
| | 4,584 |
| | 4,947 |
| | 680 |
| | 9,531 |
| | 10,211 |
| | 5,580 |
| | 1998 | | 1998 |
World Houston Int'l Business Ctr 9 (g) | | 3,750 |
| | 800 |
| | 4,355 |
| | 1,945 |
| | 800 |
| | 6,300 |
| | 7,100 |
| | 2,986 |
| | 1998 | | 1998 |
World Houston Int'l Business Ctr 10 | | — |
| | 933 |
| | 4,779 |
| | 599 |
| | 933 |
| | 5,378 |
| | 6,311 |
| | 2,601 |
| | 2001 | | 1999 |
World Houston Int'l Business Ctr 11 | | — |
| | 638 |
| | 3,764 |
| | 1,316 |
| | 638 |
| | 5,080 |
| | 5,718 |
| | 2,771 |
| | 1999 | | 1999 |
World Houston Int'l Business Ctr 12 | | — |
| | 340 |
| | 2,419 |
| | 383 |
| | 340 |
| | 2,802 |
| | 3,142 |
| | 1,608 |
| | 2000 | | 2002 |
World Houston Int'l Business Ctr 13 | | — |
| | 282 |
| | 2,569 |
| | 417 |
| | 282 |
| | 2,986 |
| | 3,268 |
| | 1,923 |
| | 2000 | | 2002 |
World Houston Int'l Business Ctr 14 | | — |
| | 722 |
| | 2,629 |
| | 1,027 |
| | 722 |
| | 3,656 |
| | 4,378 |
| | 1,782 |
| | 2000 | | 2003 |
World Houston Int'l Business Ctr 15 | | — |
| | 731 |
| | — |
| | 6,266 |
| | 731 |
| | 6,266 |
| | 6,997 |
| | 3,237 |
| | 2000 | | 2007 |
World Houston Int'l Business Ctr 16 | | — |
| | 519 |
| | 4,248 |
| | 1,493 |
| | 519 |
| | 5,741 |
| | 6,260 |
| | 3,175 |
| | 2000 | | 2005 |
World Houston Int'l Business Ctr 17 | | — |
| | 373 |
| | 1,945 |
| | 799 |
| | 373 |
| | 2,744 |
| | 3,117 |
| | 1,382 |
| | 2000 | | 2004 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Chino Distribution Center | | 0 | | | 2,544 | | | 10,175 | | | 1,623 | | | 2,544 | | | 11,798 | | | 14,342 | | | 9,244 | | | 1998 | | 1980 |
Ramona Distribution Center | | 2,266 | | | 3,761 | | | 5,751 | | | 160 | | | 3,761 | | | 5,911 | | | 9,672 | | | 975 | | | 2014 | | 1984 |
Industry Distribution Center I | | 0 | | | 10,230 | | | 12,373 | | | 4,866 | | | 10,230 | | | 17,239 | | | 27,469 | | | 10,711 | | | 1998 | | 1959 |
Industry Distribution Center III | | 0 | | | 0 | | | 3,012 | | | (157) | | | 0 | | | 2,855 | | | 2,855 | | | 2,855 | | | 2007 | | 1992 |
Chestnut Business Center | | 0 | | | 1,674 | | | 3,465 | | | 361 | | | 1,674 | | | 3,826 | | | 5,500 | | | 2,217 | | | 1998 | | 1999 |
Los Angeles Corporate Center | | 0 | | | 1,363 | | | 5,453 | | | 3,627 | | | 1,363 | | | 9,080 | | | 10,443 | | | 6,534 | | | 1996 | | 1986 |
Fresno | | | | | | | | | | | | | | | | | | | | |
Shaw Commerce Center | | 0 | | | 2,465 | | | 11,627 | | | 7,579 | | | 2,465 | | | 19,206 | | | 21,671 | | | 12,781 | | | 1998 | | 1978/81/87 |
San Diego | | | | | | | | | | | | | | | | | | | | |
Eastlake Distribution Center | | 0 | | | 3,046 | | | 6,888 | | | 2,089 | | | 3,046 | | | 8,977 | | | 12,023 | | | 5,902 | | | 1997 | | 1989 |
Miramar Land | | 0 | | | 13,980 | | | 0 | | | 1 | | | 13,981 | | | 0 | | | 13,981 | | | 0 | | | 2019 | | n/a |
Ocean View Corporate Center | | 0 | | | 6,577 | | | 7,105 | | | 1,596 | | | 6,577 | | | 8,701 | | | 15,278 | | | 3,456 | | | 2010 | | 2005 |
Otay Mesa Land | | 0 | | | 15,282 | | | 0 | | | 12 | | | 15,294 | | | 0 | | | 15,294 | | | 0 | | | 2019 | | n/a |
Rocky Point Distribution Center I | | 0 | | | 8,857 | | | 13,388 | | | 1 | | | 8,857 | | | 13,389 | | | 22,246 | | | 666 | | | 2019 | | 2019 |
Rocky Point Distribution Center II | | 0 | | | 7,623 | | | 11,614 | | | 846 | | | 7,623 | | | 12,460 | | | 20,083 | | | 127 | | | 2019 | | 2019 |
Siempre Viva Distribution Center I | | 0 | | | 4,628 | | | 9,211 | | | 368 | | | 4,628 | | | 9,579 | | | 14,207 | | | 640 | | | 2018 | | 2003 |
Siempre Viva Distribution Center II | | 0 | | | 2,868 | | | 5,694 | | | 125 | | | 2,877 | | | 5,810 | | | 8,687 | | | 232 | | | 2019 | | 2002 |
TEXAS | | | | | | | | | | | | | | | | | | | | |
Dallas | | | | | | | | | | | | | | | | | | | | |
Allen Station 1 & 2 | | 0 | | | 5,815 | | | 17,612 | | | 1,142 | | | 5,815 | | | 18,754 | | | 24,569 | | | 1,817 | | | 2018 | | 2001 |
Arlington Tech Centre 1 & 2 | | 0 | | | 2,510 | | | 10,096 | | | 1,890 | | | 2,515 | | | 11,981 | | | 14,496 | | | 140 | | | 2019 | | 2019 |
Interstate Warehouse I & II (e) | | 4,636 | | | 1,746 | | | 4,941 | | | 3,830 | | | 1,746 | | | 8,771 | | | 10,517 | | | 7,270 | | | 1988 | | 1978 |
Interstate Warehouse III (e) | | 1,852 | | | 519 | | | 2,008 | | | 1,674 | | | 519 | | | 3,682 | | | 4,201 | | | 2,649 | | | 2000 | | 1979 |
Interstate Warehouse IV | | 0 | | | 416 | | | 2,481 | | | 732 | | | 416 | | | 3,213 | | | 3,629 | | | 1,829 | | | 2004 | | 2002 |
Interstate Warehouse V, VI, & VII (f) | | 3,796 | | | 1,824 | | | 4,106 | | | 2,674 | | | 1,824 | | | 6,780 | | | 8,604 | | | 4,024 | | | 2009 | | 1979/80/81 |
Logistics Center 6 & 7 | | 0 | | | 0 | | | 12,605 | | | 3,178 | | | 0 | | | 15,783 | | | 15,783 | | | 832 | | | 2019 | | 2018 |
Venture Warehouses (e) | | 3,513 | | | 1,452 | | | 3,762 | | | 2,755 | | | 1,452 | | | 6,517 | | | 7,969 | | | 5,667 | | | 1988 | | 1979 |
ParkView Commerce Center 1-3 | | 0 | | | 2,663 | | | 0 | | | 18,906 | | | 2,663 | | | 18,906 | | | 21,569 | | | 3,473 | | | 2014 | | 2015 |
Shady Trail Distribution Center | | 0 | | | 635 | | | 3,621 | | | 1,408 | | | 635 | | | 5,029 | | | 5,664 | | | 2,913 | | | 2003 | | 1998 |
Valwood Distribution Center | | 0 | | | 4,361 | | | 34,405 | | | 4,433 | | | 4,361 | | | 38,838 | | | 43,199 | | | 11,872 | | | 2012 | | 1986/87/97/98 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
World Houston Int'l Business Ctr 18 | | — |
| | 323 |
| | 1,512 |
| | 259 |
| | 323 |
| | 1,771 |
| | 2,094 |
| | 883 |
| | 2005 | | 1995 |
World Houston Int'l Business Ctr 19 | | — |
| | 373 |
| | 2,256 |
| | 1,126 |
| | 373 |
| | 3,382 |
| | 3,755 |
| | 1,946 |
| | 2000 | | 2004 |
World Houston Int'l Business Ctr 20 | | — |
| | 1,008 |
| | 1,948 |
| | 2,060 |
| | 1,008 |
| | 4,008 |
| | 5,016 |
| | 1,976 |
| | 2000 | | 2004 |
World Houston Int'l Business Ctr 21 | | — |
| | 436 |
| | — |
| | 3,942 |
| | 436 |
| | 3,942 |
| | 4,378 |
| | 1,492 |
| | 2000/03 | | 2006 |
World Houston Int'l Business Ctr 22 | | — |
| | 436 |
| | — |
| | 4,542 |
| | 436 |
| | 4,542 |
| | 4,978 |
| | 2,111 |
| | 2000 | | 2007 |
World Houston Int'l Business Ctr 23 | | — |
| | 910 |
| | — |
| | 7,347 |
| | 910 |
| | 7,347 |
| | 8,257 |
| | 2,989 |
| | 2000 | | 2007 |
World Houston Int'l Business Ctr 24 | | — |
| | 837 |
| | — |
| | 5,883 |
| | 837 |
| | 5,883 |
| | 6,720 |
| | 2,354 |
| | 2005 | | 2008 |
World Houston Int'l Business Ctr 25 | | — |
| | 508 |
| | — |
| | 3,882 |
| | 508 |
| | 3,882 |
| | 4,390 |
| | 1,454 |
| | 2005 | | 2008 |
World Houston Int'l Business Ctr 26 (f) | | 2,077 |
| | 445 |
| | — |
| | 3,194 |
| | 445 |
| | 3,194 |
| | 3,639 |
| | 1,124 |
| | 2005 | | 2008 |
World Houston Int'l Business Ctr 27 | | — |
| | 837 |
| | — |
| | 5,004 |
| | 837 |
| | 5,004 |
| | 5,841 |
| | 1,782 |
| | 2005 | | 2008 |
World Houston Int'l Business Ctr 28 (f) | | 2,977 |
| | 550 |
| | — |
| | 4,665 |
| | 550 |
| | 4,665 |
| | 5,215 |
| | 1,559 |
| | 2005 | | 2009 |
World Houston Int'l Business Ctr 29 (f) | | 2,810 |
| | 782 |
| | — |
| | 4,141 |
| | 974 |
| | 3,949 |
| | 4,923 |
| | 1,247 |
| | 2007 | | 2009 |
World Houston Int'l Business Ctr 30 (f) | | 3,870 |
| | 981 |
| | — |
| | 5,798 |
| | 1,222 |
| | 5,557 |
| | 6,779 |
| | 2,079 |
| | 2007 | | 2009 |
World Houston Int'l Business Ctr 31A | | — |
| | 684 |
| | — |
| | 4,087 |
| | 684 |
| | 4,087 |
| | 4,771 |
| | 1,567 |
| | 2008 | | 2011 |
World Houston Int'l Business Ctr 31B | | — |
| | 546 |
| | — |
| | 3,539 |
| | 546 |
| | 3,539 |
| | 4,085 |
| | 1,069 |
| | 2008 | | 2012 |
World Houston Int'l Business Ctr 32 (h) | | 3,747 |
| | 1,225 |
| | — |
| | 5,655 |
| | 1,526 |
| | 5,354 |
| | 6,880 |
| | 1,244 |
| | 2007 | | 2012 |
World Houston Int'l Business Ctr 33 | | — |
| | 1,166 |
| | — |
| | 7,867 |
| | 1,166 |
| | 7,867 |
| | 9,033 |
| | 1,401 |
| | 2011 | | 2013 |
World Houston Int'l Business Ctr 34 | | — |
| | 439 |
| | — |
| | 3,373 |
| | 439 |
| | 3,373 |
| | 3,812 |
| | 683 |
| | 2005 | | 2012 |
World Houston Int'l Business Ctr 35 | | — |
| | 340 |
| | — |
| | 2,475 |
| | 340 |
| | 2,475 |
| | 2,815 |
| | 419 |
| | 2005 | | 2012 |
World Houston Int'l Business Ctr 36 | | — |
| | 684 |
| | — |
| | 4,882 |
| | 684 |
| | 4,882 |
| | 5,566 |
| | 913 |
| | 2011 | | 2013 |
World Houston Int'l Business Ctr 37 | | — |
| | 759 |
| | — |
| | 6,400 |
| | 759 |
| | 6,400 |
| | 7,159 |
| | 1,144 |
| | 2011 | | 2013 |
World Houston Int'l Business Ctr 38 | | — |
| | 1,053 |
| | — |
| | 7,320 |
| | 1,053 |
| | 7,320 |
| | 8,373 |
| | 1,346 |
| | 2011 | | 2013 |
World Houston Int'l Business Ctr 39 | | — |
| | 620 |
| | — |
| | 5,202 |
| | 620 |
| | 5,202 |
| | 5,822 |
| | 611 |
| | 2011 | | 2014 |
World Houston Int'l Business Ctr 40 | | — |
| | 1,072 |
| | — |
| | 9,347 |
| | 1,072 |
| | 9,347 |
| | 10,419 |
| | 1,028 |
| | 2011 | | 2014 |
World Houston Int'l Business Ctr 41 | | — |
| | 649 |
| | — |
| | 5,950 |
| | 649 |
| | 5,950 |
| | 6,599 |
| | 572 |
| | 2011 | | 2014 |
World Houston Int'l Business Ctr 42 | | — |
| | 571 |
| | — |
| | 4,814 |
| | 571 |
| | 4,814 |
| | 5,385 |
| | 409 |
| | 2011 | | 2015 |
Central Green Distribution Center | | — |
| | 566 |
| | 4,031 |
| | 794 |
| | 566 |
| | 4,825 |
| | 5,391 |
| | 2,356 |
| | 1999 | | 1998 |
Glenmont Business Park | | — |
| | 936 |
| | 6,161 |
| | 2,958 |
| | 936 |
| | 9,119 |
| | 10,055 |
| | 5,416 |
| | 1998 | | 1999/2000 |
Beltway Crossing Business Park I | | — |
| | 458 |
| | 5,712 |
| | 2,737 |
| | 458 |
| | 8,449 |
| | 8,907 |
| | 4,436 |
| | 2002 | | 2001 |
Beltway Crossing Business Park II | | — |
| | 415 |
| | — |
| | 2,997 |
| | 415 |
| | 2,997 |
| | 3,412 |
| | 1,268 |
| | 2005 | | 2007 |
Beltway Crossing Business Park III | | — |
| | 460 |
| | — |
| | 3,124 |
| | 460 |
| | 3,124 |
| | 3,584 |
| | 1,371 |
| | 2005 | | 2008 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Northfield Distribution Center | | 0 | | | 12,470 | | | 50,713 | | | 6,974 | | | 12,471 | | | 57,686 | | | 70,157 | | | 16,967 | | | 2013 | | 1999-2001/03/04/08 |
Parc North 1-4 | | 0 | | | 4,615 | | | 26,358 | | | 6,197 | | | 4,615 | | | 32,555 | | | 37,170 | | | 5,060 | | | 2016 | | 2016 |
Parc North 5 | | 0 | | | 1,286 | | | 0 | | | 7,829 | | | 1,286 | | | 7,829 | | | 9,115 | | | 414 | | | 2016 | | 2019 |
Parc North 6 | | 0 | | | 1,233 | | | 0 | | | 9,536 | | | 1,233 | | | 9,536 | | | 10,769 | | | 299 | | | 2016 | | 2019 |
CreekView 121 1 & 2 | | 0 | | | 3,275 | | | 0 | | | 14,614 | | | 3,275 | | | 14,614 | | | 17,889 | | | 2,502 | | | 2015 | | 2017 |
CreekView 121 3 & 4 | | 0 | | | 2,600 | | | 0 | | | 13,518 | | | 2,600 | | | 13,518 | | | 16,118 | | | 1,526 | | | 2015 | | 2018 |
CreekView 121 5 & 6 | | 0 | | | 2,682 | | | 0 | | | 12,831 | | | 2,681 | | | 12,832 | | | 15,513 | | | 483 | | | 2016 | | 2020 |
The Rock at Star Business Park | | 0 | | | 5,296 | | | 27,223 | | | 0 | | | 5,296 | | | 27,223 | | | 32,519 | | | 112 | | | 2020 | | 2019 |
Houston | | | | | | | | | | | | | | | | | | | | |
World Houston Int'l Business Ctr 1 & 2 | | 0 | | | 660 | | | 5,893 | | | 2,496 | | | 660 | | | 8,389 | | | 9,049 | | | 5,479 | | | 1998 | | 1996 |
World Houston Int'l Business Ctr 3 & 4 (e) | | 2,841 | | | 820 | | | 5,130 | | | 495 | | | 707 | | | 5,738 | | | 6,445 | | | 3,703 | | | 1998 | | 1998 |
World Houston Int'l Business Ctr 6 (e) | | 1,550 | | | 425 | | | 2,423 | | | 669 | | | 425 | | | 3,092 | | | 3,517 | | | 2,130 | | | 1998 | | 1998 |
World Houston Int'l Business Ctr 7 & 8 (e) | | 4,583 | | | 680 | | | 4,584 | | | 5,134 | | | 680 | | | 9,718 | | | 10,398 | | | 6,638 | | | 1998 | | 1998 |
World Houston Int'l Business Ctr 9 (e) | | 3,224 | | | 800 | | | 4,355 | | | 2,159 | | | 800 | | | 6,514 | | | 7,314 | | | 3,685 | | | 1998 | | 1998 |
World Houston Int'l Business Ctr 10 | | 0 | | | 933 | | | 4,779 | | | 880 | | | 933 | | | 5,659 | | | 6,592 | | | 3,116 | | | 2001 | | 1999 |
World Houston Int'l Business Ctr 11 | | 0 | | | 638 | | | 3,764 | | | 1,799 | | | 638 | | | 5,563 | | | 6,201 | | | 3,248 | | | 1999 | | 1999 |
World Houston Int'l Business Ctr 12 | | 0 | | | 340 | | | 2,419 | | | 383 | | | 340 | | | 2,802 | | | 3,142 | | | 1,794 | | | 2000 | | 2002 |
World Houston Int'l Business Ctr 13 | | 0 | | | 282 | | | 2,569 | | | 773 | | | 282 | | | 3,342 | | | 3,624 | | | 2,200 | | | 2000 | | 2002 |
World Houston Int'l Business Ctr 14 | | 0 | | | 722 | | | 2,629 | | | 1,329 | | | 722 | | | 3,958 | | | 4,680 | | | 2,372 | | | 2000 | | 2003 |
World Houston Int'l Business Ctr 15 | | 0 | | | 731 | | | 0 | | | 6,284 | | | 731 | | | 6,284 | | | 7,015 | | | 3,710 | | | 2000 | | 2007 |
World Houston Int'l Business Ctr 16 | | 0 | | | 519 | | | 4,248 | | | 1,806 | | | 519 | | | 6,054 | | | 6,573 | | | 3,430 | | | 2000 | | 2005 |
World Houston Int'l Business Ctr 17 | | 0 | | | 373 | | | 1,945 | | | 848 | | | 373 | | | 2,793 | | | 3,166 | | | 1,611 | | | 2000 | | 2004 |
World Houston Int'l Business Ctr 19 | | 0 | | | 373 | | | 2,256 | | | 1,327 | | | 373 | | | 3,583 | | | 3,956 | | | 2,110 | | | 2000 | | 2004 |
World Houston Int'l Business Ctr 20 | | 0 | | | 1,008 | | | 1,948 | | | 2,201 | | | 1,008 | | | 4,149 | | | 5,157 | | | 2,443 | | | 2000 | | 2004 |
World Houston Int'l Business Ctr 21 | | 0 | | | 436 | | | 0 | | | 4,126 | | | 436 | | | 4,126 | | | 4,562 | | | 1,884 | | | 2000/03 | | 2006 |
World Houston Int'l Business Ctr 22 | | 0 | | | 436 | | | 0 | | | 4,638 | | | 436 | | | 4,638 | | | 5,074 | | | 2,383 | | | 2000 | | 2007 |
World Houston Int'l Business Ctr 23 | | 0 | | | 910 | | | 0 | | | 7,418 | | | 910 | | | 7,418 | | | 8,328 | | | 3,539 | | | 2000 | | 2007 |
World Houston Int'l Business Ctr 24 | | 0 | | | 837 | | | 0 | | | 6,142 | | | 838 | | | 6,141 | | | 6,979 | | | 2,844 | | | 2005 | | 2008 |
World Houston Int'l Business Ctr 25 | | 0 | | | 508 | | | 0 | | | 4,486 | | | 508 | | | 4,486 | | | 4,994 | | | 1,951 | | | 2005 | | 2008 |
World Houston Int'l Business Ctr 26 | | 0 | | | 445 | | | 0 | | | 3,267 | | | 445 | | | 3,267 | | | 3,712 | | | 1,343 | | | 2005 | | 2008 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Beltway Crossing Business Park IV | | — |
| | 460 |
| | — |
| | 3,056 |
| | 460 |
| | 3,056 |
| | 3,516 |
| | 1,327 |
| | 2005 | | 2008 |
Beltway Crossing Business Park V (f) | | 3,358 |
| | 701 |
| | — |
| | 5,181 |
| | 701 |
| | 5,181 |
| | 5,882 |
| | 2,026 |
| | 2005 | | 2008 |
Beltway Crossing Business Park VI (h) | | 3,751 |
| | 618 |
| | — |
| | 6,268 |
| | 618 |
| | 6,268 |
| | 6,886 |
| | 1,911 |
| | 2005 | | 2008 |
Beltway Crossing Business Park VII (h) | | 3,663 |
| | 765 |
| | — |
| | 5,961 |
| | 765 |
| | 5,961 |
| | 6,726 |
| | 2,381 |
| | 2005 | | 2009 |
Beltway Crossing Business Park VIII | | — |
| | 721 |
| | — |
| | 5,219 |
| | 721 |
| | 5,219 |
| | 5,940 |
| | 1,407 |
| | 2005 | | 2011 |
Beltway Crossing Business Park IX | | — |
| | 418 |
| | — |
| | 2,114 |
| | 418 |
| | 2,114 |
| | 2,532 |
| | 460 |
| | 2007 | | 2012 |
Beltway Crossing Business Park X | | — |
| | 733 |
| | — |
| | 3,871 |
| | 733 |
| | 3,871 |
| | 4,604 |
| | 773 |
| | 2007 | | 2012 |
Beltway Crossing Business Park XI | | — |
| | 690 |
| | — |
| | 4,101 |
| | 690 |
| | 4,101 |
| | 4,791 |
| | 681 |
| | 2007 | | 2013 |
West Road Business Park I | | — |
| | 621 |
| | — |
| | 4,031 |
| | 541 |
| | 4,111 |
| | 4,652 |
| | 593 |
| | 2012 | | 2014 |
West Road Business Park II | | — |
| | 981 |
| | — |
| | 4,819 |
| | 854 |
| | 4,946 |
| | 5,800 |
| | 611 |
| | 2012 | | 2014 |
West Road Business Park III | | — |
| | 597 |
| | — |
| | 4,222 |
| | 520 |
| | 4,299 |
| | 4,819 |
| | 222 |
| | 2012 | | 2015 |
West Road Business Park IV | | — |
| | 621 |
| | — |
| | 4,622 |
| | 541 |
| | 4,702 |
| | 5,243 |
| | 414 |
| | 2012 | | 2015 |
Ten West Crossing 1 | | — |
| | 566 |
| | — |
| | 2,997 |
| | 566 |
| | 2,997 |
| | 3,563 |
| | 548 |
| | 2012 | | 2013 |
Ten West Crossing 2 | | — |
| | 829 |
| | — |
| | 4,385 |
| | 833 |
| | 4,381 |
| | 5,214 |
| | 978 |
| | 2012 | | 2013 |
Ten West Crossing 3 | | — |
| | 609 |
| | — |
| | 4,362 |
| | 613 |
| | 4,358 |
| | 4,971 |
| | 913 |
| | 2012 | | 2013 |
Ten West Crossing 4 | | — |
| | 694 |
| | — |
| | 4,512 |
| | 699 |
| | 4,507 |
| | 5,206 |
| | 876 |
| | 2012 | | 2014 |
Ten West Crossing 5 | | — |
| | 933 |
| | — |
| | 5,872 |
| | 940 |
| | 5,865 |
| | 6,805 |
| | 823 |
| | 2012 | | 2014 |
Ten West Crossing 6 | | — |
| | 640 |
| | — |
| | 4,402 |
| | 644 |
| | 4,398 |
| | 5,042 |
| | 525 |
| | 2012 | | 2014 |
Ten West Crossing 7 | | — |
| | 584 |
| | — |
| | 5,320 |
| | 588 |
| | 5,316 |
| | 5,904 |
| | 335 |
| | 2012 | | 2015 |
El Paso | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | |
Butterfield Trail | | — |
| | — |
| | 20,725 |
| | 8,756 |
| | — |
| | 29,481 |
| | 29,481 |
| | 18,626 |
| | 1997/2000 | | 1987/95 |
Rojas Commerce Park (g) | | 4,106 |
| | 900 |
| | 3,659 |
| | 3,216 |
| | 900 |
| | 6,875 |
| | 7,775 |
| | 5,090 |
| | 1999 | | 1986 |
Americas Ten Business Center I | | — |
| | 526 |
| | 2,778 |
| | 1,241 |
| | 526 |
| | 4,019 |
| | 4,545 |
| | 2,303 |
| | 2001 | | 2003 |
San Antonio | | | | | | | | | | | | | | | | | | | | |
Alamo Downs Distribution Center | | — |
| | 1,342 |
| | 6,338 |
| | 1,554 |
| | 1,342 |
| | 7,892 |
| | 9,234 |
| | 4,328 |
| | 2004 | | 1986/2002 |
Arion Business Park 1-13, 15 | | — |
| | 4,143 |
| | 31,432 |
| | 6,640 |
| | 4,143 |
| | 38,072 |
| | 42,215 |
| | 17,801 |
| | 2005 | | 1988-2000/06 |
Arion Business Park 14 | | — |
| | 423 |
| | — |
| | 3,460 |
| | 423 |
| | 3,460 |
| | 3,883 |
| | 1,411 |
| | 2005 | | 2006 |
Arion Business Park 16 | | — |
| | 427 |
| | — |
| | 3,699 |
| | 427 |
| | 3,699 |
| | 4,126 |
| | 1,341 |
| | 2005 | | 2007 |
Arion Business Park 17 | | — |
| | 616 |
| | — |
| | 4,143 |
| | 616 |
| | 4,143 |
| | 4,759 |
| | 2,248 |
| | 2005 | | 2007 |
Arion Business Park 18 (h) | | 1,520 |
| | 418 |
| | — |
| | 2,373 |
| | 418 |
| | 2,373 |
| | 2,791 |
| | 1,059 |
| | 2005 | | 2008 |
Wetmore Business Center 1-4 | | — |
| | 1,494 |
| | 10,804 |
| | 3,543 |
| | 1,494 |
| | 14,347 |
| | 15,841 |
| | 7,214 |
| | 2005 | | 1998/99 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
World Houston Int'l Business Ctr 27 | | 0 | | | 837 | | | 0 | | | 5,153 | | | 838 | | | 5,152 | | | 5,990 | | | 2,368 | | | 2005 | | 2008 |
World Houston Int'l Business Ctr 28 | | 0 | | | 550 | | | 0 | | | 4,665 | | | 550 | | | 4,665 | | | 5,215 | | | 2,196 | | | 2005 | | 2009 |
World Houston Int'l Business Ctr 29 | | 0 | | | 782 | | | 0 | | | 4,179 | | | 974 | | | 3,987 | | | 4,961 | | | 1,571 | | | 2007 | | 2009 |
World Houston Int'l Business Ctr 30 | | 0 | | | 981 | | | 0 | | | 5,983 | | | 1,222 | | | 5,742 | | | 6,964 | | | 2,572 | | | 2007 | | 2009 |
World Houston Int'l Business Ctr 31A | | 0 | | | 684 | | | 0 | | | 4,092 | | | 684 | | | 4,092 | | | 4,776 | | | 1,917 | | | 2008 | | 2011 |
World Houston Int'l Business Ctr 31B | | 0 | | | 546 | | | 0 | | | 3,555 | | | 546 | | | 3,555 | | | 4,101 | | | 1,487 | | | 2008 | | 2012 |
World Houston Int'l Business Ctr 32 (f) | | 3,035 | | | 1,225 | | | 0 | | | 5,655 | | | 1,526 | | | 5,354 | | | 6,880 | | | 1,721 | | | 2007 | | 2012 |
World Houston Int'l Business Ctr 33 | | 0 | | | 1,166 | | | 0 | | | 7,867 | | | 1,166 | | | 7,867 | | | 9,033 | | | 2,259 | | | 2011 | | 2013 |
World Houston Int'l Business Ctr 34 | | 0 | | | 439 | | | 0 | | | 3,440 | | | 439 | | | 3,440 | | | 3,879 | | | 1,038 | | | 2005 | | 2012 |
World Houston Int'l Business Ctr 35 | | 0 | | | 340 | | | 0 | | | 2,580 | | | 340 | | | 2,580 | | | 2,920 | | | 632 | | | 2005 | | 2012 |
World Houston Int'l Business Ctr 36 | | 0 | | | 684 | | | 0 | | | 4,882 | | | 684 | | | 4,882 | | | 5,566 | | | 1,552 | | | 2011 | | 2013 |
World Houston Int'l Business Ctr 37 | | 0 | | | 759 | | | 0 | | | 6,423 | | | 759 | | | 6,423 | | | 7,182 | | | 2,020 | | | 2011 | | 2013 |
World Houston Int'l Business Ctr 38 | | 0 | | | 1,053 | | | 0 | | | 7,324 | | | 1,053 | | | 7,324 | | | 8,377 | | | 2,311 | | | 2011 | | 2013 |
World Houston Int'l Business Ctr 39 | | 0 | | | 620 | | | 0 | | | 5,203 | | | 621 | | | 5,202 | | | 5,823 | | | 1,258 | | | 2011 | | 2014 |
World Houston Int'l Business Ctr 40 | | 0 | | | 1,072 | | | 0 | | | 9,359 | | | 1,072 | | | 9,359 | | | 10,431 | | | 1,974 | | | 2011 | | 2014 |
World Houston Int'l Business Ctr 41 | | 0 | | | 649 | | | 0 | | | 5,961 | | | 649 | | | 5,961 | | | 6,610 | | | 1,326 | | | 2011 | | 2014 |
World Houston Int'l Business Ctr 42 | | 0 | | | 571 | | | 0 | | | 4,814 | | | 571 | | | 4,814 | | | 5,385 | | | 907 | | | 2011 | | 2015 |
World Houston Int'l Business Ctr 43 | | 0 | | | 443 | | | 0 | | | 6,109 | | | 443 | | | 6,109 | | | 6,552 | | | 315 | | | 2011 | | 2019 |
World Houston Int'l Business Ctr 45 | | 0 | | | 3,243 | | | 0 | | | 13,711 | | | 3,243 | | | 13,711 | | | 16,954 | | | 516 | | | 2015 | | 2019 |
Glenmont Business Park | | 0 | | | 936 | | | 6,161 | | | 3,042 | | | 937 | | | 9,202 | | | 10,139 | | | 6,226 | | | 1998 | | 1999/2000 |
Beltway Crossing Business Park I | | 0 | | | 458 | | | 5,712 | | | 3,149 | | | 458 | | | 8,861 | | | 9,319 | | | 5,320 | | | 2002 | | 2001 |
Beltway Crossing Business Park II | | 0 | | | 415 | | | 0 | | | 3,138 | | | 415 | | | 3,138 | | | 3,553 | | | 1,489 | | | 2005 | | 2007 |
Beltway Crossing Business Park III | | 0 | | | 460 | | | 0 | | | 3,280 | | | 460 | | | 3,280 | | | 3,740 | | | 1,595 | | | 2005 | | 2008 |
Beltway Crossing Business Park IV | | 0 | | | 460 | | | 0 | | | 3,260 | | | 460 | | | 3,260 | | | 3,720 | | | 1,520 | | | 2005 | | 2008 |
Beltway Crossing Business Park V | | 0 | | | 701 | | | 0 | | | 5,267 | | | 701 | | | 5,267 | | | 5,968 | | | 2,552 | | | 2005 | | 2008 |
Beltway Crossing Business Park VI (f) | | 3,134 | | | 618 | | | 0 | | | 6,486 | | | 618 | | | 6,486 | | | 7,104 | | | 2,473 | | | 2005 | | 2008 |
Beltway Crossing Business Park VII (f) | | 3,001 | | | 765 | | | 0 | | | 6,037 | | | 765 | | | 6,037 | | | 6,802 | | | 2,806 | | | 2005 | | 2009 |
Beltway Crossing Business Park VIII | | 0 | | | 721 | | | 0 | | | 5,610 | | | 721 | | | 5,610 | | | 6,331 | | | 2,290 | | | 2005 | | 2011 |
Beltway Crossing Business Park IX | | 0 | | | 418 | | | 0 | | | 2,141 | | | 418 | | | 2,141 | | | 2,559 | | | 691 | | | 2007 | | 2012 |
Beltway Crossing Business Park X | | 0 | | | 733 | | | 0 | | | 3,912 | | | 733 | | | 3,912 | | | 4,645 | | | 1,233 | | | 2007 | | 2012 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Wetmore Business Center 5 (f) | | 2,281 |
| | 412 |
| | — |
| | 3,584 |
| | 412 |
| | 3,584 |
| | 3,996 |
| | 1,636 |
| | 2006 | | 2008 |
Wetmore Business Center 6 (f) | | 2,463 |
| | 505 |
| | — |
| | 3,809 |
| | 505 |
| | 3,809 |
| | 4,314 |
| | 1,417 |
| | 2006 | | 2008 |
Wetmore Business Center 7 (f) | | 2,538 |
| | 546 |
| | — |
| | 3,899 |
| | 546 |
| | 3,899 |
| | 4,445 |
| | 1,213 |
| | 2006 | | 2008 |
Wetmore Business Center 8 (f) | | 4,987 |
| | 1,056 |
| | — |
| | 7,680 |
| | 1,056 |
| | 7,680 |
| | 8,736 |
| | 2,625 |
| | 2006 | | 2008 |
Fairgrounds Business Park | | — |
| | 1,644 |
| | 8,209 |
| | 2,229 |
| | 1,644 |
| | 10,438 |
| | 12,082 |
| | 5,110 |
| | 2007 | | 1985/86 |
Rittiman Distribution Center | | — |
| | 1,083 |
| | 6,649 |
| | 337 |
| | 1,083 |
| | 6,986 |
| | 8,069 |
| | 1,379 |
| | 2011 | | 2000 |
Thousand Oaks Distribution Center 1 | | — |
| | 607 |
| | — |
| | 4,292 |
| | 607 |
| | 4,292 |
| | 4,899 |
| | 1,230 |
| | 2008 | | 2012 |
Thousand Oaks Distribution Center 2 | | — |
| | 794 |
| | — |
| | 4,719 |
| | 794 |
| | 4,719 |
| | 5,513 |
| | 1,125 |
| | 2008 | | 2012 |
Thousand Oaks Distribution Center 3 | | — |
| | 772 |
| | — |
| | 4,457 |
| | 772 |
| | 4,457 |
| | 5,229 |
| | 938 |
| | 2008 | | 2013 |
Thousand Oaks Distribution Center 4 | | — |
| | 753 |
| | — |
| | 4,688 |
| | 753 |
| | 4,688 |
| | 5,441 |
| | 363 |
| | 2013 | | 2015 |
Alamo Ridge Business Park I | | — |
| | 623 |
| | — |
| | 7,984 |
| | 623 |
| | 7,984 |
| | 8,607 |
| | 881 |
| | 2007 | | 2015 |
Alamo Ridge Business Park II | | — |
| | 402 |
| | — |
| | 5,347 |
| | 402 |
| | 5,347 |
| | 5,749 |
| | 391 |
| | 2007 | | 2015 |
Alamo Ridge Business Park III | | — |
| | 907 |
| | — |
| | 10,123 |
| | 907 |
| | 10,123 |
| | 11,030 |
| | 329 |
| | 2007 | | 2017 |
Eisenhauer Point Business Park 1 & 2 | | — |
| | 1,881 |
| | — |
| | 14,642 |
| | 1,881 |
| | 14,642 |
| | 16,523 |
| | 712 |
| | 2015 | | 2016 |
Eisenhauer Point Business Park 4 | | — |
| | 555 |
| | — |
| | 4,816 |
| | 555 |
| | 4,816 |
| | 5,371 |
| | 93 |
| | 2015 | | 2017 |
Austin | | | | | | | | | | | | | | | | | | | | |
Colorado Crossing Distribution Center (g) | | 12,913 |
| | 4,602 |
| | 19,757 |
| | 94 |
| | 4,602 |
| | 19,851 |
| | 24,453 |
| | 3,821 |
| | 2014 | | 2009 |
Southpark Corporate Center 3 & 4 | | — |
| | 2,670 |
| | 14,756 |
| | 912 |
| | 2,670 |
| | 15,668 |
| | 18,338 |
| | 2,326 |
| | 2015 | | 1995 |
Southpark Corporate Center 5-7 | | — |
| | 1,301 |
| | 7,589 |
| | 786 |
| | 1,301 |
| | 8,375 |
| | 9,676 |
| | 270 |
| | 2017 | | 1995 |
Springdale Business Center | | — |
| | 2,824 |
| | 8,398 |
| | 324 |
| | 2,824 |
| | 8,722 |
| | 11,546 |
| | 986 |
| | 2015 | | 2000 |
ARIZONA | | | | | | | | | | | | | | | | | | | | |
Phoenix area | | | | | | | | | | | | | | | | | | | | |
Broadway Industrial Park I | | — |
| | 837 |
| | 3,349 |
| | 1,063 |
| | 837 |
| | 4,412 |
| | 5,249 |
| | 2,794 |
| | 1996 | | 1971 |
Broadway Industrial Park II | | — |
| | 455 |
| | 482 |
| | 306 |
| | 455 |
| | 788 |
| | 1,243 |
| | 441 |
| | 1999 | | 1971 |
Broadway Industrial Park III | | — |
| | 775 |
| | 1,742 |
| | 523 |
| | 775 |
| | 2,265 |
| | 3,040 |
| | 1,398 |
| | 2000 | | 1983 |
Broadway Industrial Park IV | | — |
| | 380 |
| | 1,652 |
| | 783 |
| | 380 |
| | 2,435 |
| | 2,815 |
| | 1,591 |
| | 2000 | | 1986 |
Broadway Industrial Park V | | — |
| | 353 |
| | 1,090 |
| | 146 |
| | 353 |
| | 1,236 |
| | 1,589 |
| | 691 |
| | 2002 | | 1980 |
Broadway Industrial Park VI | | — |
| | 599 |
| | 1,855 |
| | 738 |
| | 599 |
| | 2,593 |
| | 3,192 |
| | 1,585 |
| | 2002 | | 1979 |
Broadway Industrial Park VII | | — |
| | 450 |
| | 650 |
| | 243 |
| | 450 |
| | 893 |
| | 1,343 |
| | 224 |
| | 2011 | | 1999 |
Kyrene Distribution Center | | — |
| | 1,490 |
| | 4,453 |
| | 1,863 |
| | 1,490 |
| | 6,316 |
| | 7,806 |
| | 3,857 |
| | 1999 | | 1981/2001 |
Southpark Distribution Center | | — |
| | 918 |
| | 2,738 |
| | 1,934 |
| | 918 |
| | 4,672 |
| | 5,590 |
| | 1,820 |
| | 2001 | | 2000 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Beltway Crossing Business Park XI | | 0 | | | 690 | | | 0 | | | 4,141 | | | 690 | | | 4,141 | | | 4,831 | | | 1,171 | | | 2007 | | 2013 |
West Road Business Park I | | 0 | | | 621 | | | 0 | | | 4,103 | | | 541 | | | 4,183 | | | 4,724 | | | 1,168 | | | 2012 | | 2014 |
West Road Business Park II | | 0 | | | 981 | | | 0 | | | 4,819 | | | 854 | | | 4,946 | | | 5,800 | | | 1,156 | | | 2012 | | 2014 |
West Road Business Park III | | 0 | | | 597 | | | 0 | | | 4,222 | | | 520 | | | 4,299 | | | 4,819 | | | 695 | | | 2012 | | 2015 |
West Road Business Park IV | | 0 | | | 621 | | | 0 | | | 4,623 | | | 541 | | | 4,703 | | | 5,244 | | | 1,181 | | | 2012 | | 2015 |
West Road Business Park V | | 0 | | | 484 | | | 0 | | | 4,372 | | | 421 | | | 4,435 | | | 4,856 | | | 560 | | | 2012 | | 2018 |
Ten West Crossing 1 | | 0 | | | 566 | | | 0 | | | 3,041 | | | 566 | | | 3,041 | | | 3,607 | | | 909 | | | 2012 | | 2013 |
Ten West Crossing 2 | | 0 | | | 829 | | | 0 | | | 4,496 | | | 833 | | | 4,492 | | | 5,325 | | | 1,656 | | | 2012 | | 2013 |
Ten West Crossing 3 | | 0 | | | 609 | | | 0 | | | 4,535 | | | 613 | | | 4,531 | | | 5,144 | | | 1,436 | | | 2012 | | 2013 |
Ten West Crossing 4 | | 0 | | | 694 | | | 0 | | | 4,569 | | | 699 | | | 4,564 | | | 5,263 | | | 1,477 | | | 2012 | | 2014 |
Ten West Crossing 5 | | 0 | | | 933 | | | 0 | | | 5,872 | | | 940 | | | 5,865 | | | 6,805 | | | 1,575 | | | 2012 | | 2014 |
Ten West Crossing 6 | | 0 | | | 640 | | | 0 | | | 4,660 | | | 644 | | | 4,656 | | | 5,300 | | | 1,131 | | | 2012 | | 2014 |
Ten West Crossing 7 | | 0 | | | 584 | | | 0 | | | 5,321 | | | 589 | | | 5,316 | | | 5,905 | | | 1,148 | | | 2012 | | 2015 |
Ten West Crossing 8 | | 0 | | | 1,126 | | | 0 | | | 8,710 | | | 1,135 | | | 8,701 | | | 9,836 | | | 488 | | | 2012 | | 2019 |
El Paso | | | | | | | | | | | | | | | | | | | | |
Butterfield Trail | | 0 | | | 0 | | | 20,725 | | | 9,763 | | | 0 | | | 30,488 | | | 30,488 | | | 21,485 | | | 1997/2000 | | 1987/95 |
Rojas Commerce Park (e) | | 3,759 | | | 900 | | | 3,659 | | | 3,968 | | | 900 | | | 7,627 | | | 8,527 | | | 5,751 | | | 1999 | | 1986 |
Americas Ten Business Center I | | 0 | | | 526 | | | 2,778 | | | 1,741 | | | 526 | | | 4,519 | | | 5,045 | | | 2,563 | | | 2001 | | 2003 |
San Antonio | | | | | | | | | | | | | | | | | | | | |
Alamo Downs Distribution Center | | 0 | | | 1,342 | | | 6,338 | | | 1,856 | | | 1,342 | | | 8,194 | | | 9,536 | | | 4,989 | | | 2004 | | 1986/2002 |
Arion Business Park 1-13, 15 | | 0 | | | 4,143 | | | 31,432 | | | 9,939 | | | 4,143 | | | 41,371 | | | 45,514 | | | 21,759 | | | 2005 | | 1988-2000/06 |
Arion Business Park 14 | | 0 | | | 423 | | | 0 | | | 4,011 | | | 423 | | | 4,011 | | | 4,434 | | | 1,726 | | | 2005 | | 2006 |
Arion Business Park 16 | | 0 | | | 427 | | | 0 | | | 3,715 | | | 427 | | | 3,715 | | | 4,142 | | | 1,690 | | | 2005 | | 2007 |
Arion Business Park 17 | | 0 | | | 616 | | | 0 | | | 4,404 | | | 616 | | | 4,404 | | | 5,020 | | | 2,674 | | | 2005 | | 2007 |
Arion Business Park 18 (f) | | 1,244 | | | 418 | | | 0 | | | 2,402 | | | 418 | | | 2,402 | | | 2,820 | | | 1,224 | | | 2005 | | 2008 |
Wetmore Business Center 1-4 | | 0 | | | 1,494 | | | 10,804 | | | 3,781 | | | 1,494 | | | 14,585 | | | 16,079 | | | 8,495 | | | 2005 | | 1998/99 |
Wetmore Business Center 5 | | 0 | | | 412 | | | 0 | | | 3,870 | | | 412 | | | 3,870 | | | 4,282 | | | 1,963 | | | 2006 | | 2008 |
Wetmore Business Center 6 | | 0 | | | 505 | | | 0 | | | 4,035 | | | 505 | | | 4,035 | | | 4,540 | | | 1,789 | | | 2006 | | 2008 |
Wetmore Business Center 7 | | 0 | | | 546 | | | 0 | | | 5,089 | | | 546 | | | 5,089 | | | 5,635 | | | 1,885 | | | 2006 | | 2008 |
Wetmore Business Center 8 | | 0 | | | 1,056 | | | 0 | | | 8,366 | | | 1,056 | | | 8,366 | | | 9,422 | | | 3,488 | | | 2006 | | 2008 |
Fairgrounds Business Park | | 0 | | | 1,644 | | | 8,209 | | | 2,515 | | | 1,644 | | | 10,724 | | | 12,368 | | | 5,957 | | | 2007 | | 1985/86 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Santan 10 Distribution Center I | | — |
| | 846 |
| | 2,647 |
| | 658 |
| | 846 |
| | 3,305 |
| | 4,151 |
| | 1,472 |
| | 2001 | | 2005 |
Santan 10 Distribution Center II | | — |
| | 1,088 |
| | — |
| | 5,163 |
| | 1,088 |
| | 5,163 |
| | 6,251 |
| | 2,238 |
| | 2004 | | 2007 |
Chandler Freeways | | — |
| | 1,525 |
| | — |
| | 7,381 |
| | 1,525 |
| | 7,381 |
| | 8,906 |
| | 1,124 |
| | 2012 | | 2013 |
Kyrene 202 Business Park I | | — |
| | 653 |
| | — |
| | 5,777 |
| | 653 |
| | 5,777 |
| | 6,430 |
| | 592 |
| | 2011 | | 2014 |
Kyrene 202 Business Park II | | — |
| | 387 |
| | — |
| | 3,414 |
| | 387 |
| | 3,414 |
| | 3,801 |
| | 352 |
| | 2011 | | 2014 |
Kyrene 202 Business Park VI | | — |
| | 936 |
| | — |
| | 8,290 |
| | 936 |
| | 8,290 |
| | 9,226 |
| | 371 |
| | 2011 | | 2015 |
Metro Business Park | | — |
| | 1,927 |
| | 7,708 |
| | 7,139 |
| | 1,927 |
| | 14,847 |
| | 16,774 |
| | 10,251 |
| | 1996 | | 1977/79 |
35th Avenue Distribution Center | | — |
| | 418 |
| | 2,381 |
| | 2,118 |
| | 418 |
| | 4,499 |
| | 4,917 |
| | 1,487 |
| | 1997 | | 1967 |
51st Avenue Distribution Center | | — |
| | 300 |
| | 2,029 |
| | 995 |
| | 300 |
| | 3,024 |
| | 3,324 |
| | 1,944 |
| | 1998 | | 1987 |
East University Distribution Center I and II | | — |
| | 1,120 |
| | 4,482 |
| | 1,799 |
| | 1,120 |
| | 6,281 |
| | 7,401 |
| | 4,120 |
| | 1998 | | 1987/89 |
East University Distribution Center III | | — |
| | 444 |
| | 698 |
| | 422 |
| | 443 |
| | 1,121 |
| | 1,564 |
| | 336 |
| | 2010 | | 1981 |
55th Avenue Distribution Center | | — |
| | 912 |
| | 3,717 |
| | 1,116 |
| | 917 |
| | 4,828 |
| | 5,745 |
| | 3,267 |
| | 1998 | | 1987 |
Interstate Commons Distribution Center I | | — |
| | 311 |
| | 1,416 |
| | 720 |
| | 311 |
| | 2,136 |
| | 2,447 |
| | 1,308 |
| | 1999 | | 1988 |
Interstate Commons Distribution Center III | | — |
| | 242 |
| | — |
| | 3,079 |
| | 242 |
| | 3,079 |
| | 3,321 |
| | 1,035 |
| | 2000 | | 2008 |
Airport Commons Distribution Center | | — |
| | 1,000 |
| | 1,510 |
| | 1,485 |
| | 1,000 |
| | 2,995 |
| | 3,995 |
| | 1,838 |
| | 2003 | | 1971 |
40th Avenue Distribution Center (f) | | 3,860 |
| | 703 |
| | — |
| | 6,059 |
| | 703 |
| | 6,059 |
| | 6,762 |
| | 2,078 |
| | 2004 | | 2008 |
Sky Harbor Business Park | | — |
| | 5,839 |
| | — |
| | 21,754 |
| | 5,839 |
| | 21,754 |
| | 27,593 |
| | 7,186 |
| | 2006 | | 2008 |
Sky Harbor Business Park 6 | | — |
| | 807 |
| | — |
| | 2,177 |
| | 807 |
| | 2,177 |
| | 2,984 |
| | 183 |
| | 2014 | | 2015 |
Ten Sky Harbor Business Center | | — |
| | 1,568 |
| | — |
| | 5,009 |
| | 1,569 |
| | 5,008 |
| | 6,577 |
| | 82 |
| | 2015 | | 2016 |
Tucson | | | | | | | | | | | | | | | | | | | | |
Country Club Commerce Center I | | — |
| | 506 |
| | 3,564 |
| | 2,173 |
| | 693 |
| | 5,550 |
| | 6,243 |
| | 2,660 |
| | 1997/2003 | | 1994/2003 |
Country Club Commerce Center II | | — |
| | 442 |
| | 3,381 |
| | 304 |
| | 709 |
| | 3,418 |
| | 4,127 |
| | 1,212 |
| | 2007 | | 2000 |
Country Club Commerce Center III & IV | | — |
| | 1,407 |
| | — |
| | 11,833 |
| | 1,575 |
| | 11,665 |
| | 13,240 |
| | 4,279 |
| | 2007 | | 2009 |
Airport Distribution Center | | — |
| | 1,403 |
| | 4,672 |
| | 1,619 |
| | 1,403 |
| | 6,291 |
| | 7,694 |
| | 3,827 |
| | 1998/2000 | | 1995 |
Southpointe Distribution Center | | — |
| | — |
| | 3,982 |
| | 2,950 |
| | — |
| | 6,932 |
| | 6,932 |
| | 4,450 |
| | 1999 | | 1989 |
Benan Distribution Center | | — |
| | 707 |
| | 1,842 |
| | 648 |
| | 707 |
| | 2,490 |
| | 3,197 |
| | 1,424 |
| | 2005 | | 2001 |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Rittiman Distribution Center | | 0 | | | 1,083 | | | 6,649 | | | 603 | | | 1,083 | | | 7,252 | | | 8,335 | | | 1,971 | | | 2011 | | 2000 |
Thousand Oaks Distribution Center 1 | | 0 | | | 607 | | | 0 | | | 4,518 | | | 607 | | | 4,518 | | | 5,125 | | | 1,806 | | | 2008 | | 2012 |
Thousand Oaks Distribution Center 2 | | 0 | | | 794 | | | 0 | | | 4,816 | | | 794 | | | 4,816 | | | 5,610 | | | 1,626 | | | 2008 | | 2012 |
Thousand Oaks Distribution Center 3 | | 0 | | | 772 | | | 0 | | | 4,651 | | | 772 | | | 4,651 | | | 5,423 | | | 1,500 | | | 2008 | | 2013 |
Thousand Oaks Distribution Center 4 | | 0 | | | 753 | | | 0 | | | 4,744 | | | 753 | | | 4,744 | | | 5,497 | | | 925 | | | 2013 | | 2015 |
Alamo Ridge Business Park I | | 0 | | | 623 | | | 0 | | | 8,306 | | | 623 | | | 8,306 | | | 8,929 | | | 2,358 | | | 2007 | | 2015 |
Alamo Ridge Business Park II | | 0 | | | 402 | | | 0 | | | 5,368 | | | 402 | | | 5,368 | | | 5,770 | | | 1,093 | | | 2007 | | 2015 |
Alamo Ridge Business Park III | | 0 | | | 907 | | | 0 | | | 10,144 | | | 907 | | | 10,144 | | | 11,051 | | | 1,418 | | | 2007 | | 2017 |
Alamo Ridge Business Park IV | | 0 | | | 354 | | | 0 | | | 7,479 | | | 355 | | | 7,478 | | | 7,833 | | | 1,850 | | | 2007 | | 2017 |
Eisenhauer Point Business Park 1 & 2 | | 0 | | | 1,881 | | | 0 | | | 14,726 | | | 1,881 | | | 14,726 | | | 16,607 | | | 2,741 | | | 2015 | | 2016 |
Eisenhauer Point Business Park 3 | | 0 | | | 577 | | | 0 | | | 6,109 | | | 577 | | | 6,109 | | | 6,686 | | | 1,044 | | | 2015 | | 2017 |
Eisenhauer Point Business Park 4 | | 0 | | | 555 | | | 0 | | | 4,832 | | | 555 | | | 4,832 | | | 5,387 | | | 677 | | | 2015 | | 2017 |
Eisenhauer Point Business Park 5 | | 0 | | | 818 | | | 0 | | | 7,015 | | | 818 | | | 7,015 | | | 7,833 | | | 1,091 | | | 2015 | | 2018 |
Eisenhauer Point Business Park 6 | | 0 | | | 569 | | | 0 | | | 4,869 | | | 569 | | | 4,869 | | | 5,438 | | | 396 | | | 2015 | | 2018 |
Eisenhauer Point Business Park 7 & 8 | | 0 | | | 1,000 | | | 0 | | | 22,243 | | | 2,593 | | | 20,650 | | | 23,243 | | | 1,285 | | | 2016 | | 2019 |
Eisenhauer Point Business Park 9 | | 0 | | | 632 | | | 0 | | | 5,729 | | | 632 | | | 5,729 | | | 6,361 | | | 235 | | | 2016 | | 2019 |
Tri-County Crossing 1 & 2 | | 0 | | | 1,623 | | | 0 | | | 14,816 | | | 1,623 | | | 14,816 | | | 16,439 | | | 848 | | | 2017 | | 2019 |
Austin | | | | | | | | | | | | | | | | | | | | |
Colorado Crossing Distribution Center (e) | | 10,881 | | | 4,602 | | | 19,757 | | | 325 | | | 4,594 | | | 20,090 | | | 24,684 | | | 6,362 | | | 2014 | | 2009 |
Greenhill Distribution Center | | 0 | | | 802 | | | 3,273 | | | 243 | | | 802 | | | 3,516 | | | 4,318 | | | 252 | | | 2018 | | 1999 |
Settlers Crossing 1 | | 0 | | | 1,211 | | | 0 | | | 8,207 | | | 1,211 | | | 8,207 | | | 9,418 | | | 415 | | | 2017 | | 2019 |
Settlers Crossing 2 | | 0 | | | 1,306 | | | 0 | | | 7,549 | | | 1,306 | | | 7,549 | | | 8,855 | | | 579 | | | 2017 | | 2019 |
Southpark Corporate Center 3 & 4 | | 0 | | | 2,670 | | | 14,756 | | | 1,904 | | | 2,670 | | | 16,660 | | | 19,330 | | | 4,283 | | | 2015 | | 1995 |
Southpark Corporate Center 5-7 | | 0 | | | 1,301 | | | 7,589 | | | 1,185 | | | 1,301 | | | 8,774 | | | 10,075 | | | 1,365 | | | 2017 | | 1995 |
Springdale Business Center | | 0 | | | 2,824 | | | 8,398 | | | 561 | | | 2,824 | | | 8,959 | | | 11,783 | | | 2,035 | | | 2015 | | 2000 |
Wells Point One | | 0 | | | 907 | | | 4,904 | | | 311 | | | 907 | | | 5,215 | | | 6,122 | | | 276 | | | 2020 | | 2001 |
ARIZONA | | | | | | | | | | | | | | | | | | | | |
Phoenix area | | | | | | | | | | | | | | | | | | | | |
Broadway Industrial Park I | | 0 | | | 837 | | | 3,349 | | | 2,869 | | | 837 | | | 6,218 | | | 7,055 | | | 3,173 | | | 1996 | | 1971 |
Broadway Industrial Park II | | 0 | | | 455 | | | 482 | | | 390 | | | 455 | | | 872 | | | 1,327 | | | 546 | | | 1999 | | 1971 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
NORTH CAROLINA | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | |
Charlotte area | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | |
NorthPark Business Park | | — |
| | 2,758 |
| | 15,932 |
| | 4,645 |
| | 2,758 |
| | 20,577 |
| | 23,335 |
| | 9,459 |
| | 2006 | | 1987-89 |
Lindbergh Business Park | | — |
| | 470 |
| | 3,401 |
| | 482 |
| | 470 |
| | 3,883 |
| | 4,353 |
| | 1,601 |
| | 2007 | | 2001/03 |
Commerce Park Center I | | — |
| | 765 |
| | 4,303 |
| | 842 |
| | 765 |
| | 5,145 |
| | 5,910 |
| | 1,999 |
| | 2007 | | 1983 |
Commerce Park Center II (h) | | 1,221 |
| | 335 |
| | 1,603 |
| | 304 |
| | 335 |
| | 1,907 |
| | 2,242 |
| | 626 |
| | 2010 | | 1987 |
Commerce Park Center III (h) | | 2,034 |
| | 558 |
| | 2,225 |
| | 952 |
| | 558 |
| | 3,177 |
| | 3,735 |
| | 971 |
| | 2010 | | 1981 |
Nations Ford Business Park | | — |
| | 3,924 |
| | 16,171 |
| | 3,441 |
| | 3,924 |
| | 19,612 |
| | 23,536 |
| | 8,884 |
| | 2007 | | 1989/94 |
Airport Commerce Center | | — |
| | 1,454 |
| | 10,136 |
| | 2,260 |
| | 1,454 |
| | 12,396 |
| | 13,850 |
| | 4,260 |
| | 2008 | | 2001/02 |
Interchange Park I (f) | | 5,442 |
| | 986 |
| | 7,949 |
| | 598 |
| | 986 |
| | 8,547 |
| | 9,533 |
| | 2,759 |
| | 2008 | | 1989 |
Interchange Park II | | — |
| | 746 |
| | 1,456 |
| | 55 |
| | 746 |
| | 1,511 |
| | 2,257 |
| | 224 |
| | 2013 | | 2000 |
Ridge Creek Distribution Center I | | — |
| | 1,284 |
| | 13,163 |
| | 976 |
| | 1,284 |
| | 14,139 |
| | 15,423 |
| | 4,157 |
| | 2008 | | 2006 |
Ridge Creek Distribution Center II (h) | | 9,067 |
| | 3,033 |
| | 11,497 |
| | 2,116 |
| | 3,033 |
| | 13,613 |
| | 16,646 |
| | 2,699 |
| | 2011 | | 2003 |
Ridge Creek Distribution Center III | | — |
| | 2,459 |
| | 11,147 |
| | 538 |
| | 2,459 |
| | 11,685 |
| | 14,144 |
| | 1,474 |
| | 2014 | | 2013 |
Lakeview Business Center (h) | | 4,017 |
| | 1,392 |
| | 5,068 |
| | 916 |
| | 1,392 |
| | 5,984 |
| | 7,376 |
| | 1,492 |
| | 2011 | | 1996 |
Steele Creek Commerce Park I (g) | | 2,803 |
| | 993 |
| | — |
| | 4,315 |
| | 1,010 |
| | 4,298 |
| | 5,308 |
| | 770 |
| | 2013 | | 2014 |
Steele Creek Commerce Park II (g) | | 2,852 |
| | 941 |
| | — |
| | 4,459 |
| | 957 |
| | 4,443 |
| | 5,400 |
| | 775 |
| | 2013 | | 2014 |
Steele Creek Commerce Park III | | — |
| | 1,464 |
| | — |
| | 6,412 |
| | 1,469 |
| | 6,407 |
| | 7,876 |
| | 889 |
| | 2013 | | 2014 |
Steele Creek Commerce Park IV | | — |
| | 684 |
| | — |
| | 3,945 |
| | 687 |
| | 3,942 |
| | 4,629 |
| | 467 |
| | 2013 | | 2015 |
Steele Creek Commerce Park VI | | — |
| | 867 |
| | — |
| | 6,974 |
| | 869 |
| | 6,972 |
| | 7,841 |
| | 227 |
| | 2013/14 | | 2016 |
Waterford Distribution Center | | — |
| | 654 |
| | 3,392 |
| | 655 |
| | 654 |
| | 4,047 |
| | 4,701 |
| | 1,276 |
| | 2008 | | 2000 |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Broadway Industrial Park III | | 0 | | | 775 | | | 1,742 | | | 1,054 | | | 775 | | | 2,796 | | | 3,571 | | | 1,509 | | | 2000 | | 1983 |
Broadway Industrial Park IV | | 0 | | | 380 | | | 1,652 | | | 1,163 | | | 380 | | | 2,815 | | | 3,195 | | | 1,755 | | | 2000 | | 1986 |
Broadway Industrial Park V | | 0 | | | 353 | | | 1,090 | | | 871 | | | 353 | | | 1,961 | | | 2,314 | | | 977 | | | 2002 | | 1980 |
Broadway Industrial Park VI | | 0 | | | 599 | | | 1,855 | | | 802 | | | 599 | | | 2,657 | | | 3,256 | | | 1,826 | | | 2002 | | 1979 |
Broadway Industrial Park VII | | 0 | | | 450 | | | 650 | | | 288 | | | 450 | | | 938 | | | 1,388 | | | 336 | | | 2011 | | 1999 |
Kyrene Distribution Center | | 0 | | | 1,490 | | | 4,453 | | | 2,096 | | | 1,490 | | | 6,549 | | | 8,039 | | | 4,379 | | | 1999 | | 1981/2001 |
Falcon Field Business Center | | 0 | | | 1,312 | | | 0 | | | 8,009 | | | 1,312 | | | 8,009 | | | 9,321 | | | 585 | | | 2015 | | 2018 |
Southpark Distribution Center | | 0 | | | 918 | | | 2,738 | | | 2,005 | | | 918 | | | 4,743 | | | 5,661 | | | 2,707 | | | 2001 | | 2000 |
Santan 10 Distribution Center I | | 0 | | | 846 | | | 2,647 | | | 692 | | | 846 | | | 3,339 | | | 4,185 | | | 1,780 | | | 2001 | | 2005 |
Santan 10 Distribution Center II | | 0 | | | 1,088 | | | 0 | | | 5,352 | | | 1,088 | | | 5,352 | | | 6,440 | | | 2,616 | | | 2004 | | 2007 |
Chandler Freeways | | 0 | | | 1,525 | | | 0 | | | 7,381 | | | 1,525 | | | 7,381 | | | 8,906 | | | 2,036 | | | 2012 | | 2013 |
Kyrene 202 Business Park I | | 0 | | | 653 | | | 0 | | | 5,777 | | | 653 | | | 5,777 | | | 6,430 | | | 1,263 | | | 2011 | | 2014 |
Kyrene 202 Business Park II | | 0 | | | 387 | | | 0 | | | 3,414 | | | 387 | | | 3,414 | | | 3,801 | | | 715 | | | 2011 | | 2014 |
Kyrene 202 Business Park III, IV, & V | | 0 | | | 1,244 | | | 0 | | | 11,878 | | | 1,244 | | | 11,878 | | | 13,122 | | | 1,197 | | | 2011 | | 2018 |
Kyrene 202 Business Park VI | | 0 | | | 936 | | | 0 | | | 8,333 | | | 936 | | | 8,333 | | | 9,269 | | | 1,607 | | | 2011 | | 2015 |
Metro Business Park | | 0 | | | 1,927 | | | 7,708 | | | 8,323 | | | 1,927 | | | 16,031 | | | 17,958 | | | 11,910 | | | 1996 | | 1977/79 |
51st Avenue Distribution Center | | 0 | | | 300 | | | 2,029 | | | 1,215 | | | 300 | | | 3,244 | | | 3,544 | | | 2,296 | | | 1998 | | 1987 |
East University Distribution Center I and II | | 0 | | | 1,120 | | | 4,482 | | | 2,045 | | | 1,120 | | | 6,527 | | | 7,647 | | | 4,891 | | | 1998 | | 1987/89 |
East University Distribution Center III | | 0 | | | 444 | | | 698 | | | 461 | | | 444 | | | 1,159 | | | 1,603 | | | 554 | | | 2010 | | 1981 |
55th Avenue Distribution Center | | 0 | | | 912 | | | 3,717 | | | 1,168 | | | 917 | | | 4,880 | | | 5,797 | | | 3,839 | | | 1998 | | 1987 |
Interstate Commons Distribution Center I | | 0 | | | 311 | | | 1,416 | | | 1,101 | | | 311 | | | 2,517 | | | 2,828 | | | 1,655 | | | 1999 | | 1988 |
Interstate Commons Distribution Center III | | 0 | | | 242 | | | 0 | | | 3,112 | | | 242 | | | 3,112 | | | 3,354 | | | 1,296 | | | 2000 | | 2008 |
Airport Commons Distribution Center | | 0 | | | 1,000 | | | 1,510 | | | 1,780 | | | 1,000 | | | 3,290 | | | 4,290 | | | 2,285 | | | 2003 | | 1971 |
40th Avenue Distribution Center | | 0 | | | 703 | | | 0 | | | 6,061 | | | 703 | | | 6,061 | | | 6,764 | | | 2,541 | | | 2004 | | 2008 |
Sky Harbor Business Park | | 0 | | | 5,839 | | | 0 | | | 22,044 | | | 5,839 | | | 22,044 | | | 27,883 | | | 8,971 | | | 2006 | | 2008 |
Sky Harbor Business Park 6 | | 0 | | | 807 | | | 0 | | | 2,136 | | | 807 | | | 2,136 | | | 2,943 | | | 427 | | | 2014 | | 2015 |
Ten Sky Harbor Business Center | | 0 | | | 1,568 | | | 0 | | | 5,132 | | | 1,569 | | | 5,131 | | | 6,700 | | | 825 | | | 2015 | | 2016 |
Tucson | | | | | | | | | | | | | | | | | | | | |
Country Club Commerce Center I | | 0 | | | 506 | | | 3,564 | | | 3,916 | | | 693 | | | 7,293 | | | 7,986 | | | 3,612 | | | 1997/2003 | | 1994/2003 |
Country Club Commerce Center II | | 0 | | | 442 | | | 3,381 | | | 1,065 | | | 709 | | | 4,179 | | | 4,888 | | | 1,579 | | | 2007 | | 2000 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
GEORGIA | | | | | | | | | | | | | | | | | | | | |
Atlanta | | | | | | | | | | | | | | | | | | | | |
Shiloh 400 Business Center I & II | | — |
| | 3,092 |
| | 14,216 |
| | 1,488 |
| | 3,092 |
| | 15,704 |
| | 18,796 |
| | 672 |
| | 2017 | | 2008 |
Broadmoor Commerce Park I | | — |
| | 1,307 |
| | 3,560 |
| | 496 |
| | 1,307 |
| | 4,056 |
| | 5,363 |
| | 228 |
| | 2017 | | 1999 |
Hurricane Shoals I & II | | — |
| | 4,284 |
| | 12,449 |
| | 1,141 |
| | 4,284 |
| | 13,590 |
| | 17,874 |
| | 40 |
| | 2017 | | 2017 |
LOUISIANA | | | | | | | | | | | | | | | | | | | | |
New Orleans | | | | | | | | | | | | | | | | | | | | |
Elmwood Business Park | | — |
| | 2,861 |
| | 6,337 |
| | 5,026 |
| | 2,861 |
| | 11,363 |
| | 14,224 |
| | 7,841 |
| | 1997 | | 1979 |
Riverbend Business Park | | — |
| | 2,557 |
| | 17,623 |
| | 8,471 |
| | 2,557 |
| | 26,094 |
| | 28,651 |
| | 14,573 |
| | 1997 | | 1984 |
COLORADO | | | | | | | | | | | | | | | | | | | | |
Denver | | | | | | | | | | | | | | | | | | | | |
Rampart Distribution Center I | | — |
| | 1,023 |
| | 3,861 |
| | 2,093 |
| | 1,023 |
| | 5,954 |
| | 6,977 |
| | 4,309 |
| | 1988 | | 1987 |
Rampart Distribution Center II | | — |
| | 230 |
| | 2,977 |
| | 1,173 |
| | 230 |
| | 4,150 |
| | 4,380 |
| | 2,782 |
| | 1996/97 | | 1996/97 |
Rampart Distribution Center III | | — |
| | 1,098 |
| | 3,884 |
| | 1,931 |
| | 1,098 |
| | 5,815 |
| | 6,913 |
| | 3,092 |
| | 1997/98 | | 1999 |
Rampart Distribution Center IV | | — |
| | 590 |
| | — |
| | 8,322 |
| | 590 |
| | 8,322 |
| | 8,912 |
| | 623 |
| | 2012 | | 2014 |
Concord Distribution Center (h) | | 3,413 |
| | 1,051 |
| | 4,773 |
| | 443 |
| | 1,051 |
| | 5,216 |
| | 6,267 |
| | 1,996 |
| | 2007 | | 2000 |
Centennial Park (f) | | 3,381 |
| | 750 |
| | 3,319 |
| | 1,853 |
| | 750 |
| | 5,172 |
| | 5,922 |
| | 1,822 |
| | 2007 | | 1990 |
NEVADA | | | | | | | | | | | | | | | | | | | | |
Las Vegas | | | | | | | | | | | | | | | | | | | | |
Arville Distribution Center | | — |
| | 4,933 |
| | 5,094 |
| | 424 |
| | 4,933 |
| | 5,518 |
| | 10,451 |
| | 1,823 |
| | 2009 | | 1997 |
Jones Corporate Park | | — |
| | 13,068 |
| | 26,325 |
| | 1,682 |
| | 13,068 |
| | 28,007 |
| | 41,075 |
| | 746 |
| | 2016 | | 2016 |
MISSISSIPPI | | | | | | | | | | | | | | | | | | | | |
Jackson area | | | | | | | | | | | | | | | | | | | | |
Interchange Business Park | | — |
| | 343 |
| | 5,007 |
| | 3,984 |
| | 343 |
| | 8,991 |
| | 9,334 |
| | 5,589 |
| | 1997 | | 1981 |
Tower Automotive | | — |
| | — |
| | 9,958 |
| | 1,937 |
| | 17 |
| | 11,878 |
| | 11,895 |
| | 4,926 |
| | 2001 | | 2002 |
Metro Airport Commerce Center I | | — |
| | 303 |
| | 1,479 |
| | 1,134 |
| | 303 |
| | 2,613 |
| | 2,916 |
| | 1,576 |
| | 2001 | | 2003 |
| | 200,354 |
| | 343,254 |
| | 1,030,428 |
| | 961,777 |
| | 345,424 |
| | 1,990,035 |
| | 2,335,459 |
| | 749,275 |
| | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Country Club Commerce Center III & IV | | 0 | | | 1,407 | | | 0 | | | 12,253 | | | 1,575 | | | 12,085 | | | 13,660 | | | 5,243 | | | 2007 | | 2009 |
Country Club Commerce Center V | | 0 | | | 2,885 | | | 0 | | | 21,438 | | | 2,886 | | | 21,437 | | | 24,323 | | | 1,730 | | | 2016 | | 2018 |
Airport Distribution Center | | 0 | | | 1,403 | | | 4,672 | | | 1,834 | | | 1,403 | | | 6,506 | | | 7,909 | | | 4,319 | | | 1998/2000 | | 1995 |
Benan Distribution Center | | 0 | | | 707 | | | 1,842 | | | 737 | | | 707 | | | 2,579 | | | 3,286 | | | 1,596 | | | 2005 | | 2001 |
NORTH CAROLINA | | | | | | | | | | | | | | | | | | | | |
Charlotte area | | | | | | | | | | | | | | | | | | | | |
NorthPark Business Park | | 0 | | | 2,758 | | | 15,932 | | | 5,206 | | | 2,758 | | | 21,138 | | | 23,896 | | | 11,494 | | | 2006 | | 1987-89 |
Lindbergh Business Park | | 0 | | | 470 | | | 3,401 | | | 827 | | | 470 | | | 4,228 | | | 4,698 | | | 2,033 | | | 2007 | | 2001/03 |
Commerce Park Center I | | 0 | | | 765 | | | 4,303 | | | 1,072 | | | 765 | | | 5,375 | | | 6,140 | | | 2,563 | | | 2007 | | 1983 |
Commerce Park Center II (f) | | 1,038 | | | 335 | | | 1,603 | | | 415 | | | 335 | | | 2,018 | | | 2,353 | | | 829 | | | 2010 | | 1987 |
Commerce Park Center III (f) | | 1,739 | | | 558 | | | 2,225 | | | 1,159 | | | 558 | | | 3,384 | | | 3,942 | | | 1,352 | | | 2010 | | 1981 |
Nations Ford Business Park | | 0 | | | 3,924 | | | 16,171 | | | 5,349 | | | 3,924 | | | 21,520 | | | 25,444 | | | 10,954 | | | 2007 | | 1989/94 |
Airport Commerce Center | | 0 | | | 1,454 | | | 10,136 | | | 2,729 | | | 1,454 | | | 12,865 | | | 14,319 | | | 5,737 | | | 2008 | | 2001/02 |
Airport Commerce Center III | | 0 | | | 855 | | | 0 | | | 8,038 | | | 855 | | | 8,038 | | | 8,893 | | | 549 | | | 2008 | | 2019 |
Interchange Park I | | 0 | | | 986 | | | 7,949 | | | 701 | | | 986 | | | 8,650 | | | 9,636 | | | 3,466 | | | 2008 | | 1989 |
Interchange Park II | | 0 | | | 746 | | | 1,456 | | | 351 | | | 746 | | | 1,807 | | | 2,553 | | | 373 | | | 2013 | | 2000 |
Ridge Creek Distribution Center I | | 0 | | | 1,284 | | | 13,163 | | | 1,167 | | | 1,284 | | | 14,330 | | | 15,614 | | | 5,273 | | | 2008 | | 2006 |
Ridge Creek Distribution Center II (f) | | 7,370 | | | 3,033 | | | 11,497 | | | 2,175 | | | 3,033 | | | 13,672 | | | 16,705 | | | 4,182 | | | 2011 | | 2003 |
Ridge Creek Distribution Center III | | 0 | | | 2,459 | | | 11,147 | | | 782 | | | 2,459 | | | 11,929 | | | 14,388 | | | 2,551 | | | 2014 | | 2013 |
Lakeview Business Center (f) | | 3,257 | | | 1,392 | | | 5,068 | | | 922 | | | 1,392 | | | 5,990 | | | 7,382 | | | 2,132 | | | 2011 | | 1996 |
Steele Creek Commerce Park I (e) | | 2,365 | | | 993 | | | 0 | | | 4,372 | | | 1,010 | | | 4,355 | | | 5,365 | | | 1,385 | | | 2013 | | 2014 |
Steele Creek Commerce Park II (e) | | 2,406 | | | 941 | | | 0 | | | 4,517 | | | 957 | | | 4,501 | | | 5,458 | | | 1,381 | | | 2013 | | 2014 |
Steele Creek Commerce Park III | | 0 | | | 1,464 | | | 0 | | | 6,607 | | | 1,469 | | | 6,602 | | | 8,071 | | | 1,779 | | | 2013 | | 2014 |
Steele Creek Commerce Park IV | | 0 | | | 684 | | | 0 | | | 4,021 | | | 687 | | | 4,018 | | | 4,705 | | | 1,119 | | | 2013 | | 2015 |
Steele Creek Commerce Park V | | 0 | | | 610 | | | 0 | | | 5,239 | | | 631 | | | 5,218 | | | 5,849 | | | 301 | | | 2013/14/15 | | 2019 |
Steele Creek Commerce Park VI | | 0 | | | 867 | | | 0 | | | 7,148 | | | 919 | | | 7,096 | | | 8,015 | | | 1,238 | | | 2013/14 | | 2016 |
Steele Creek Commerce Park VII | | 0 | | | 1,207 | | | 0 | | | 7,988 | | | 1,253 | | | 7,942 | | | 9,195 | | | 935 | | | 2013/14/15 | | 2017 |
Steele Creek Commerce Park IX | | 0 | | | 949 | | | 0 | | | 10,165 | | | 1,090 | | | 10,024 | | | 11,114 | | | 265 | | | 2016 | | 2019 |
Waterford Distribution Center | | 0 | | | 654 | | | 3,392 | | | 918 | | | 654 | | | 4,310 | | | 4,964 | | | 1,707 | | | 2008 | | 2000 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Industrial Development (d): | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | |
FLORIDA | | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | | |
Oak Creek Distribution Center VII | | — |
| | 740 |
| | — |
| | 5,391 |
| | 740 |
| | 5,391 |
| | 6,131 |
| | — |
| | 2005 | | 2017 |
Oak Creek Distribution Center land | | — |
| | 486 |
| | — |
| | 1,074 |
| | 707 |
| | 853 |
| | 1,560 |
| | — |
| | 2005 | | n/a |
Horizon Commerce Park X | | — |
| | 846 |
| | — |
| | 2,704 |
| | 846 |
| | 2,704 |
| | 3,550 |
| | — |
| | 2009 | | n/a |
Horizon Commerce Park XII | | — |
| | 1,416 |
| | — |
| | 9,814 |
| | 1,416 |
| | 9,814 |
| | 11,230 |
| | 14 |
| | 2008 | | 2017 |
Horizon Commerce Park land | | — |
| | 4,439 |
| | — |
| | 6,681 |
| | 4,440 |
| | 6,680 |
| | 11,120 |
| | — |
| | 2008/09 | | n/a |
SunCoast Commerce Center IV | | — |
| | 1,733 |
| | — |
| | 7,387 |
| | 1,762 |
| | 7,358 |
| | 9,120 |
| | 56 |
| | 2006 | | 2017 |
SunCoast Commerce Center land | | — |
| | 9,159 |
| | — |
| | 4,953 |
| | 9,343 |
| | 4,769 |
| | 14,112 |
| | — |
| | 2006 | | n/a |
Weston Commerce Park | | — |
| | 4,163 |
| | 9,951 |
| | 1,406 |
| | 4,163 |
| | 11,357 |
| | 15,520 |
| | 231 |
| | 2016 | | 1998 |
Gateway Commerce Park land | | — |
| | 26,728 |
| | — |
| | 4,148 |
| | 26,878 |
| | 3,998 |
| | 30,876 |
| | — |
| | 2016 | | n/a |
TEXAS | | | | | | | | | | | | | | | | | | | | |
CreekView 121 3 & 4 | | — |
| | 2,600 |
| | — |
| | 7,711 |
| | 2,600 |
| | 7,711 |
| | 10,311 |
| | — |
| | 2015/16 | | n/a |
CreekView 121 land | | — |
| | 5,322 |
| | — |
| | 1,203 |
| | 5,322 |
| | 1,203 |
| | 6,525 |
| | — |
| | 2015/16 | | n/a |
Parc North land | | — |
| | 2,519 |
| | — |
| | 552 |
| | 2,519 |
| | 552 |
| | 3,071 |
| | — |
| | 2016 | | n/a |
World Houston Int'l Business Ctr land | | — |
| | 2,989 |
| | — |
| | 2,119 |
| | 3,723 |
| | 1,385 |
| | 5,108 |
| | — |
| | 2007 | | n/a |
World Houston Int'l Business Ctr land - 2011 expansion | | — |
| | 1,636 |
| | — |
| | 4,320 |
| | 2,920 |
| | 3,036 |
| | 5,956 |
| | — |
| | 2011 | | n/a |
World Houston Int'l Business Ctr land - 2015 expansion | | — |
| | 6,040 |
| | — |
| | 1,132 |
| | 6,041 |
| | 1,131 |
| | 7,172 |
| | — |
| | 2015 | | n/a |
Ten West Crossing land | | — |
| | 1,126 |
| | — |
| | 806 |
| | 1,135 |
| | 797 |
| | 1,932 |
| | — |
| | 2012 | | n/a |
West Road Business Park land | | — |
| | 484 |
| | — |
| | 538 |
| | 421 |
| | 601 |
| | 1,022 |
| | — |
| | 2012 | | n/a |
Alamo Ridge Business Park IV | | — |
| | 354 |
| | — |
| | 6,743 |
| | 355 |
| | 6,742 |
| | 7,097 |
| | 23 |
| | 2007 | | 2017 |
Eisenhauer Point Business Park 3 | | — |
| | 577 |
| | — |
| | 5,582 |
| | 578 |
| | 5,581 |
| | 6,159 |
| | — |
| | 2015 | | 2017 |
Eisenhauer Point Business Park 5 | | — |
| | 818 |
| | — |
| | 4,986 |
| | 818 |
| | 4,986 |
| | 5,804 |
| | — |
| | 2015 | | n/a |
Eisenhauer Point Business Park 6 | | — |
| | 569 |
| | — |
| | 3,481 |
| | 569 |
| | 3,481 |
| | 4,050 |
| | — |
| | 2015 | | n/a |
Eisenhauer Point Business Park land phase 2 | | — |
| | 3,225 |
| | — |
| | 2,507 |
| | 3,225 |
| | 2,507 |
| | 5,732 |
| | — |
| | 2016 | | n/a |
Tri-County Crossing land | | — |
| | 5,260 |
| | — |
| | 402 |
| | 5,260 |
| | 402 |
| | 5,662 |
| | — |
| | 2017 | | n/a |
Settlers Crossing 1 | | — |
| | 1,211 |
| | — |
| | 345 |
| | 1,211 |
| | 345 |
| | 1,556 |
| | — |
| | 2017 | | n/a |
Settlers Crossing 2 | | — |
| | 1,306 |
| | — |
| | 367 |
| | 1,306 |
| | 367 |
| | 1,673 |
| | — |
| | 2017 | | n/a |
Settlers Crossing land | | — |
| | 2,774 |
| | — |
| | 246 |
| | 2,774 |
| | 246 |
| | 3,020 |
| | — |
| | 2017 | | n/a |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
SOUTH CAROLINA | | | | | | | | | | | | | | | | | | | | |
Greenville | | | | | | | | | | | | | | | | | | | | |
385 Business Park | | 0 | | | 1,308 | | | 10,822 | | | 526 | | | 1,308 | | | 11,348 | | | 12,656 | | | 691 | | | 2019 | | 2019 |
GEORGIA | | | | | | | | | | | | | | | | | | | | |
Atlanta | | | | | | | | | | | | | | | | | | | | |
Shiloh 400 Business Center I & II | | 0 | | | 3,092 | | | 14,216 | | | 2,462 | | | 3,092 | | | 16,678 | | | 19,770 | | | 2,984 | | | 2017 | | 2008 |
Broadmoor Commerce Park I | | 0 | | | 1,307 | | | 3,560 | | | 1,250 | | | 1,307 | | | 4,810 | | | 6,117 | | | 969 | | | 2017 | | 1999 |
Broadmoor Commerce Park II | | 0 | | | 519 | | | 0 | | | 7,392 | | | 519 | | | 7,392 | | | 7,911 | | | 459 | | | 2017 | | 2018 |
Gwinnett 316 | | 0 | | | 4,284 | | | 12,449 | | | 4,014 | | | 4,284 | | | 16,463 | | | 20,747 | | | 1,886 | | | 2017 | | 2017 |
Hurricane Shoals I & II | | 0 | | | 1,297 | | | 9,015 | | | 289 | | | 1,297 | | | 9,304 | | | 10,601 | | | 1,437 | | | 2017 | | 2017 |
Progress Center I & II | | 0 | | | 531 | | | 3,617 | | | 21 | | | 531 | | | 3,638 | | | 4,169 | | | 282 | | | 2018 | | 1990 |
Cherokee 75 Business Center I | | 0 | | | 1,183 | | | 6,727 | | | 0 | | | 1,183 | | | 6,727 | | | 7,910 | | | 21 | | | 2020 | | 2020 |
LOUISIANA | | | | | | | | | | | | | | | | | | | | |
New Orleans | | | | | | | | | | | | | | | | | | | | |
Elmwood Business Park | | 0 | | | 2,861 | | | 6,337 | | | 6,516 | | | 2,861 | | | 12,853 | | | 15,714 | | | 9,224 | | | 1997 | | 1979 |
Riverbend Business Park | | 0 | | | 2,557 | | | 17,623 | | | 10,028 | | | 2,557 | | | 27,651 | | | 30,208 | | | 18,015 | | | 1997 | | 1984 |
COLORADO | | | | | | | | | | | | | | | | | | | | |
Denver | | | | | | | | | | | | | | | | | | | | |
Airways Business Center | | 0 | | | 6,137 | | | 39,637 | | | 205 | | | 6,137 | | | 39,842 | | | 45,979 | | | 2,158 | | | 2019 | | 2007/08 |
Rampart Distribution Center I | | 0 | | | 1,023 | | | 3,861 | | | 2,542 | | | 1,023 | | | 6,403 | | | 7,426 | | | 5,162 | | | 1988 | | 1987 |
Rampart Distribution Center II | | 0 | | | 230 | | | 2,977 | | | 1,659 | | | 230 | | | 4,636 | | | 4,866 | | | 3,252 | | | 1996/97 | | 1997 |
Rampart Distribution Center III | | 0 | | | 1,098 | | | 3,884 | | | 2,832 | | | 1,098 | | | 6,716 | | | 7,814 | | | 3,970 | | | 1997/98 | | 1999 |
Rampart Distribution Center IV | | 0 | | | 590 | | | 0 | | | 8,340 | | | 590 | | | 8,340 | | | 8,930 | | | 1,668 | | | 2012 | | 2014 |
Concord Distribution Center (f) | | 3,038 | | | 1,051 | | | 4,773 | | | 1,061 | | | 1,051 | | | 5,834 | | | 6,885 | | | 2,442 | | | 2007 | | 2000 |
Centennial Park | | 0 | | | 750 | | | 3,319 | | | 2,169 | | | 750 | | | 5,488 | | | 6,238 | | | 2,259 | | | 2007 | | 1990 |
NEVADA | | | | | | | | | | | | | | | | | | | | |
Las Vegas | | | | | | | | | | | | | | | | | | | | |
Arville Distribution Center | | 0 | | | 4,933 | | | 5,094 | | | 476 | | | 4,933 | | | 5,570 | | | 10,503 | | | 2,249 | | | 2009 | | 1997 |
Jones Corporate Park | | 0 | | | 13,068 | | | 26,325 | | | 1,913 | | | 13,068 | | | 28,238 | | | 41,306 | | | 3,707 | | | 2016 | | 2016 |
Southwest Commerce Center | | 0 | | | 9,008 | | | 16,576 | | | 2,903 | | | 9,008 | | | 19,479 | | | 28,487 | | | 367 | | | 2019 | | 2019 |
MISSISSIPPI | | | | | | | | | | | | | | | | | | | | |
Jackson area | | | | | | | | | | | | | | | | | | | | |
Interchange Business Park | | 0 | | | 343 | | | 5,007 | | | 5,299 | | | 343 | | | 10,306 | | | 10,649 | | | 6,796 | | | 1997 | | 1981 |
Tower Automotive | | 0 | | | 0 | | | 9,958 | | | 1,959 | | | 17 | | | 11,900 | | | 11,917 | | | 5,912 | | | 2001 | | 2002 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2017 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| | | | Land | | Buildings and Improvements | | | | Land | | Buildings and Improvements | | Total | | | | | | |
ARIZONA | | | | | | | | | | | | | | | | | | | | |
Kyrene 202 Business Park 3, 4 & 5 | | — |
| | 1,244 |
| | — |
| | 10,299 |
| | 1,244 |
| | 10,299 |
| | 11,543 |
| | — |
| | 2011 | | n/a |
Falcon Field Business Center | | — |
| | 1,312 |
| | — |
| | 1,635 |
| | 1,312 |
| | 1,635 |
| | 2,947 |
| | — |
| | 2015 | | n/a |
Country Club Commerce Center V | | — |
| | 2,885 |
| | — |
| | 11,066 |
| | 2,886 |
| | 11,065 |
| | 13,951 |
| | — |
| | 2016 | | n/a |
NORTH CAROLINA | | | | | | | | | | | | | | | | | | | | |
Steele Creek Commerce Park VII | | — |
| | 1,207 |
| | — |
| | 6,590 |
| | 1,209 |
| | 6,588 |
| | 7,797 |
| | — |
| | 2013/14/15 | | 2017 |
Airport Commerce Center III | | — |
| | 855 |
| | — |
| | 878 |
| | 855 |
| | 878 |
| | 1,733 |
| | — |
| | 2008 | | n/a |
Steele Creek Commerce Park land | | — |
| | 3,318 |
| | — |
| | 1,250 |
| | 3,330 |
| | 1,238 |
| | 4,568 |
| | — |
| | 2013-2016 | | n/a |
Steele Creek Commerce Park land Phase 4 | | — |
| | 1,866 |
| | — |
| | 294 |
| | 1,866 |
| | 294 |
| | 2,160 |
| | — |
| | 2016/17 | | n/a |
GEORGIA | | | | | | | | | | | | | | | | | | | | |
Progress Center I & II | | — |
| | 1,297 |
| | 9,015 |
| | 21 |
| | 1,297 |
| | 9,036 |
| | 10,333 |
| | 2 |
| | 2017 | | 2017 |
Broadmoor Commerce Park land | | — |
| | 519 |
| | — |
| | 186 |
| | 519 |
| | 186 |
| | 705 |
| | — |
| | 2017 | | n/a |
Progress Center land | | — |
| | 497 |
| | — |
| | 5 |
| | 497 |
| | 5 |
| | 502 |
| | — |
| | 2017 | | n/a |
MISSISSIPPI | | | | | | | | | | | | | | | | | | | | |
Metro Airport Commerce Center II land | | — |
| | 307 |
| | — |
| | 399 |
| | 307 |
| | 399 |
| | 706 |
| | — |
| | 2001 | | n/a |
| | — |
| | 103,827 |
| | 18,966 |
| | 119,221 |
| | 106,394 |
| | 135,620 |
| | 242,014 |
| | 326 |
| | | | |
Total real estate owned (a)(b) | | $ | 200,354 |
| | 447,081 |
| | 1,049,394 |
| | 1,080,998 |
| | 451,818 |
| | 2,125,655 |
| | 2,577,473 |
| | 749,601 |
| | | | |
See accompanying Report of Independent Registered Public Accounting Firm. | | |
| | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Metro Airport Commerce Center I | | 0 | | | 303 | | | 1,479 | | | 1,256 | | | 303 | | | 2,735 | | | 3,038 | | | 1,734 | | | 2001 | | 2003 |
RIGHT OF USE ASSETS, NET - GROUND LEASES (OPERATING) | | — | | | — | | | — | | | — | | | — | | | — | | | 11,073 | | | — | | | n/a | | n/a |
| | 79,096 | | | 498,608 | | | 1,232,994 | | | 1,416,822 | | | 502,739 | | | 2,645,685 | | | 3,159,497 | | | 954,573 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
Development and Value-Add Properties (d): | | | | | | | | | | | | | | | | | | | | |
CALIFORNIA | | | | | | | | | | | | | | | | | | | | |
Rancho Distribution Center | | 0 | | | 16,180 | | | 11,140 | | | 5 | | | 16,180 | | | 11,145 | | | 27,325 | | | 156 | | | 2020 | | 2006 |
FLORIDA | | | | | | | | | | | | | | | | | | | | |
Suncoast Commerce Center 7 | | 0 | | | 1,533 | | | 0 | | | 5,840 | | | 1,533 | | | 5,840 | | | 7,373 | | | 0 | | | 2006 | | 2020 |
Suncoast Commerce Center Land | | 0 | | | 6,547 | | | 0 | | | 1,319 | | | 6,630 | | | 1,236 | | | 7,866 | | | 0 | | | 2006/2020 | | n/a |
Gateway Commerce Park 4 | | 0 | | | 4,711 | | | 0 | | | 17,336 | | | 4,711 | | | 17,336 | | | 22,047 | | | 0 | | | 2016 | | 2020 |
Gateway Commerce Park Land | | 0 | | | 11,065 | | | 0 | | | 9,231 | | | 11,065 | | | 9,231 | | | 20,296 | | | 0 | | | 2016 | | n/a |
Horizon Commerce Park Land | | 0 | | | 650 | | | 0 | | | 426 | | | 650 | | | 426 | | | 1,076 | | | 0 | | | 2008/09 | | n/a |
Horizon West Land | | 0 | | | 20,528 | | | 0 | | | 6,074 | | | 20,530 | | | 6,072 | | | 26,602 | | | 0 | | | 2020 | | n/a |
Grand Oaks 75 Land | | 0 | | | 4,101 | | | 0 | | | 797 | | | 4,109 | | | 789 | | | 4,898 | | | 0 | | | 2019 | | n/a |
Oak Creek Distribution Center Land | | 0 | | | 106 | | | 0 | | | 719 | | | 352 | | | 473 | | | 825 | | | 0 | | | 2005 | | n/a |
TEXAS | | | | | | | | | | | | | | | | | | | | |
Arlington Tech Centre Land | | 0 | | | 1,725 | | | 0 | | | 127 | | | 1,725 | | | 127 | | | 1,852 | | | 0 | | | 2020 | | n/a |
Basswood 1 & 2 | | 0 | | | 4,086 | | | 0 | | | 668 | | | 4,087 | | | 667 | | | 4,754 | | | 0 | | | 2019 | | n/a |
Basswood Land | | 0 | | | 11,680 | | | 0 | | | 1,018 | | | 11,681 | | | 1,017 | | | 12,698 | | | 0 | | | 2019 | | n/a |
CreekView 121 7 & 8 | | 0 | | | 2,640 | | | 0 | | | 13,919 | | | 2,640 | | | 13,919 | | | 16,559 | | | 44 | | | 2016 | | 2020 |
CreekView Phase 3 Land | | 0 | | | 3,985 | | | 0 | | | 207 | | | 3,985 | | | 207 | | | 4,192 | | | 0 | | | 2020 | | n/a |
LakePort 2499 | | 0 | | | 2,984 | | | 0 | | | 16,797 | | | 2,984 | | | 16,797 | | | 19,781 | | | 0 | | | 2018 | | 2020 |
LakePort 2499 Land | | 0 | | | 2,716 | | | 0 | | | 3,602 | | | 2,716 | | | 3,602 | | | 6,318 | | | 0 | | | 2018 | | n/a |
McKinney Land | | 0 | | | 12,239 | | | 0 | | | 129 | | | 12,239 | | | 129 | | | 12,368 | | | 0 | | | 2020 | | n/a |
Grand West Crossing Land | | 0 | | | 8,757 | | | 0 | | | 1,717 | | | 8,750 | | | 1,724 | | | 10,474 | | | 0 | | | 2019 | | n/a |
Lee Road Land | | 0 | | | 2,689 | | | 0 | | | 0 | | | 1,960 | | | 729 | | | 2,689 | | | 0 | | | 2007 | | n/a |
Northwest Crossing 1-3 | | 0 | | | 5,665 | | | 0 | | | 16,657 | | | 5,665 | | | 16,657 | | | 22,322 | | | 21 | | | 2019 | | 2020 |
World Houston Int'l Business Ctr 44 | | 0 | | | 653 | | | 0 | | | 7,473 | | | 653 | | | 7,473 | | | 8,126 | | | 0 | | | 2011 | | 2020 |
World Houston Int'l Business Ctr land - 2011 expansion | | 0 | | | 1,636 | | | 0 | | | 1,876 | | | 1,824 | | | 1,688 | | | 3,512 | | | 0 | | | 2011 | | n/a |
World Houston Int'l Business Ctr land - 2015 expansion | | 0 | | | 2,798 | | | 0 | | | 1,285 | | | 2,798 | | | 1,285 | | | 4,083 | | | 0 | | | 2015 | | n/a |
Americas Ten 2 Land | | 0 | | | 2,516 | | | 0 | | | 71 | | | 2,516 | | | 71 | | | 2,587 | | | 0 | | | 2020 | | n/a |
Ridgeview 1 & 2 | | 0 | | | 2,004 | | | 0 | | | 15,089 | | | 2,004 | | | 15,089 | | | 17,093 | | | 13 | | | 2018 | | 2020 |
Ridgeview Land | | 0 | | | 1,269 | | | 0 | | | 713 | | | 1,269 | | | 713 | | | 1,982 | | | 0 | | | 2018 | | n/a |
Tri-County Crossing 3 and 4 | | 0 | | | 1,733 | | | 0 | | | 12,676 | | | 1,733 | | | 12,676 | | | 14,409 | | | 9 | | | 2017 | | 2020 |
Tri-County Crossing Land | | 0 | | | 1,904 | | | 0 | | | 979 | | | 1,904 | | | 979 | | | 2,883 | | | 0 | | | 2017 | | n/a |
Settlers Crossing 3 & 4 | | 0 | | | 2,774 | | | 0 | | | 14,730 | | | 2,774 | | | 14,730 | | | 17,504 | | | 40 | | | 2017 | | 2020 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
SCHEDULE III |
REAL ESTATE PROPERTIES AND ACCUMULATED DEPRECIATION |
DECEMBER 31, 2020 (In thousands, except footnotes) |
Description | | Encumbrances | | Initial Cost to the Company | | Costs Capitalized Subsequent to Acquisition | | Gross Amount Carried at Close of Period | | Accumulated Depreciation | | Year Acquired | | Year Constructed |
| Land | | Buildings and Improvements | | | Land | | Buildings and Improvements | | Total | |
ARIZONA | | | | | | | | | | | | | | | | | | | | |
Gilbert Crossroads A & B | | 0 | | | 2,825 | | | 0 | | | 13,943 | | | 2,825 | | | 13,943 | | | 16,768 | | | 294 | | | 2018 | | 2020 |
Gilbert Crossroads C & D | | 0 | | | 3,602 | | | 0 | | | 3,015 | | | 3,602 | | | 3,015 | | | 6,617 | | | 0 | | | 2018 | | n/a |
Interstate Commons Distribution Center II | | 0 | | | 2,298 | | | 7,088 | | | 2,855 | | | 2,298 | | | 9,943 | | | 12,241 | | | 178 | | | 2019 | | 1988/2001 |
NORTH CAROLINA | | | | | | | | | | | | | | | | | | | | |
Steele Creek Commerce Park X | | 0 | | | 1,221 | | | 0 | | | 3,013 | | | 1,509 | | | 2,725 | | | 4,234 | | | 0 | | | 2016 | | n/a |
Steele Creek Commerce Park Land | | 0 | | | 2,410 | | | 0 | | | 1,915 | | | 2,539 | | | 1,786 | | | 4,325 | | | 0 | | | 2016/17 | | n/a |
GEORGIA | | | | | | | | | | | | | | | | | | | | |
Hurricane Shoals 3 | | 0 | | | 497 | | | 0 | | | 8,314 | | | 644 | | | 8,167 | | | 8,811 | | | 0 | | | 2017 | | 2020 |
Blairs Bridge Land | | 0 | | | 1,381 | | | 0 | | | 11 | | | 1,381 | | | 11 | | | 1,392 | | | 0 | | | 2020 | | n/a |
MISSISSIPPI | | | | | | | | | | | | | | | | | | | | |
Metro Airport Commerce Center II land | | 0 | | | 307 | | | 0 | | | 399 | | | 307 | | | 399 | | | 706 | | | 0 | | | 2001 | | n/a |
| | 0 | | | 156,415 | | | 18,228 | | | 184,945 | | | 156,772 | | | 202,816 | | | 359,588 | | | 755 | | | | | |
Total real estate owned (a)(b) | | $ | 79,096 | | | 655,023 | | | 1,251,222 | | | 1,601,767 | | | 659,511 | | | 2,848,501 | | | 3,519,085 | | | 955,328 | | | | | |
See accompanying Report of Independent Registered Public Accounting Firm. | | | | | | |
(a) Changes in Real Estate Properties and Development and Value-Add Properties follow:
| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
2020 | | 2019 | | 2018 |
(In thousands) |
Balance at beginning of year | $ | 3,264,566 | | | 2,817,145 | | | 2,578,748 | |
Purchases of real estate properties | 46,240 | | | 135,033 | | | 54,537 | |
Development of real estate properties and value-add properties | 195,446 | | | 318,288 | | | 167,667 | |
Improvements to real estate properties | 33,522 | | | 37,558 | | | 36,921 | |
Right-of-use assets, net – ground leases | (924) | | | 11,997 | | | 0 | |
Carrying amount of investments sold | (17,182) | | | (51,662) | | | (18,372) | |
Write-off of improvements | (2,583) | | | (3,793) | | | (2,356) | |
Balance at end of year (1) | $ | 3,519,085 | | | 3,264,566 | | | 2,817,145 | |
|
| | | | | | | | | |
| Years Ended December 31, |
2017 | | 2016 | | 2015 |
(In thousands) |
Balance at beginning of year | $ | 2,406,981 |
| | 2,219,448 |
| | 2,074,946 |
|
Purchases of real estate properties | 51,802 |
| | 22,228 |
| | 28,648 |
|
Development of real estate properties | 124,938 |
| | 203,765 |
| | 95,032 |
|
Improvements to real estate properties | 27,471 |
| | 23,157 |
| | 25,778 |
|
Carrying amount of investments sold | (32,787 | ) | | (61,121 | ) | | (4,750 | ) |
Write-off of improvements | (932 | ) | | (496 | ) | | (206 | ) |
Balance at end of year (1) | $ | 2,577,473 |
| | 2,406,981 |
| | 2,219,448 |
|
| |
(1) | Includes 20% noncontrolling interest in University Business Center of $3,217,000 and $6,853,000 at December 31, 2017 and 2016, respectively. |
(1)Includes noncontrolling interest in joint ventures of $852,000 and $3,148,000 at December 31, 2020 and 2019, respectively.
Changes in the accumulated depreciation on real estate properties follow:
|
| | | | | | | | | |
| Years Ended December 31, |
2017 | | 2016 | | 2015 |
(In thousands) |
Balance at beginning of year | $ | 694,250 |
| | 657,454 |
| | 600,526 |
|
Depreciation expense | 69,010 |
| | 63,793 |
| | 59,882 |
|
Accumulated depreciation on assets sold | (12,735 | ) | | (26,501 | ) | | (2,748 | ) |
Other | (924 | ) | | (496 | ) | | (206 | ) |
Balance at end of year | $ | 749,601 |
| | 694,250 |
| | 657,454 |
|
| |
(b) | The estimated aggregate cost of real estate properties at December 31, 2017 for federal income tax purposes was approximately $2,536,820,000 before estimated accumulated tax depreciation of $518,257,000. The federal income tax return for the year ended December 31, 2017, has not been filed and accordingly, this estimate is based on preliminary data. |
| |
(c) | The Company computes depreciation using the straight-line method over the estimated useful lives of the buildings (generally 40 years) and improvements (generally 3 to 15 years).
|
| |
(d) | The Company transfers development projects to Real estate properties the earlier of 80% occupancy or one year after completion of the shell construction. Effective January 1, 2018, the Company is implementing an accounting policy change and will begin transferring properties from Development to Real estate properties at the earlier of 90% occupancy or one year after completion of the shell construction.
|
| |
(e) | EastGroup has a $49,580,000 non-recourse first mortgage loan with an insurance company secured by Dominguez, Industry I & III, Kingsview, Shaw, Walnut and Washington. |
| |
(f) | EastGroup has a $55,317,000 non-recourse first mortgage loan with an insurance company secured by 40th Avenue, Beltway Crossing V, Centennial Park, Executive Airport, Interchange Park I, Ocean View, Wetmore 5-8 and World Houston 26, 28, 29 & 30. |
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(g) | EastGroup has a $50,161,000 non-recourse first mortgage loan with an insurance company secured by Colorado Crossing, Interstate I-III, Rojas, Steele Creek 1 & 2, Venture and World Houston 3-9. |
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(h) | EastGroup has a $42,315,000 non-recourse first mortgage loan with an insurance company secured by Arion 18, Beltway Crossing VI & VII, Commerce Park II & III, Concord, Interstate V-VII, Lakeview, Ridge Creek II, Southridge IV & V and World Houston 32. |
SCHEDULE IV
MORTGAGE LOANS ON REAL ESTATE
December 31, 2017
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| | | | | | | | | |
| Number of Loans | | Interest Rate | | | Maturity Date | | Periodic Payment Terms |
First mortgage loans: | | | | | | | | |
JCB Limited - California | 1 | | 5.15 | % | | | December 2022 | | Principal and interest due monthly |
JCB Limited - California | 1 | | 5.15 | % | | | December 2022 | | Principal and interest due monthly |
Total mortgage loans (a) | 2 | | |
| | | | | |
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| | | | | | | | | |
| Face Amount of Mortgages Dec. 31, 2017 | | Carrying Amount of Mortgages | | Principal Amount of Loans Subject to Delinquent Principal or Interest (b) |
| (In thousands) |
First mortgage loans: | | | | | |
JCB Limited - California | $ | 1,826 |
| | 1,826 |
| | — |
|
JCB Limited - California | 2,755 |
| | 2,755 |
| | — |
|
Total mortgage loans | $ | 4,581 |
| | 4,581 | (c)(d) | | — |
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| | | | | | | | | | | | | | | | | |
| Years Ended December 31, |
2020 | | 2019 | | 2018 |
(In thousands) |
Balance at beginning of year | $ | 871,139 | | | 814,915 | | | 749,601 | |
Depreciation expense | 96,290 | | | 86,590 | | | 76,007 | |
Accumulated depreciation on assets sold | (9,599) | | | (27,030) | | | (8,670) | |
Other | (2,502) | | | (3,336) | | | (2,023) | |
Balance at end of year | $ | 955,328 | | | 871,139 | | | 814,915 | |
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(a) | Reference is made to allowance for possible losses on mortgage loans receivable in the Notes to Consolidated Financial Statements. |
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(b) | Interest in arrears for three months or less is disregarded in computing principal amount of loans subject to delinquent interest. |
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(c) | Changes in mortgage loans follow: |
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| | | | | | | | | |
| Years Ended December 31, |
2017 | | 2016 | | 2015 |
(In thousands) |
Balance at beginning of year | $ | 4,752 |
| | 4,875 |
| | 4,991 |
|
Payments on mortgage loans receivable | (171 | ) | | (123 | ) | | (116 | ) |
Balance at end of year | $ | 4,581 |
| | 4,752 |
| | 4,875 |
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(d) (b)The estimated aggregate cost of real estate properties at December 31, 2020 for federal income tax purposes iswas approximately $4.58 million.$3,464,143,000 before estimated accumulated tax depreciation of $688,740,000. The federal income tax return for the year ended December 31, 2017,2020, has not been filed and accordingly, the income tax basis of mortgage loans as of December 31, 2017,this estimate is based on preliminary data.
(c)The Company computes depreciation using the straight-line method over the estimated useful lives of the buildings (generally 40 years) and improvements (generally 3 to 15 years).
(d)The Company transfers properties from the development and value-add program to Real estate properties as follows: (i) for development properties, at the earlier of 90% occupancy or one year after completion of the shell construction, and (ii) for value-add properties, at the earlier of 90% occupancy or one year after acquisition. Upon the earlier of 90% occupancy or one year after completion of the shell construction, capitalization of development costs, including interest expense, property taxes and internal personnel costs, ceases and depreciation commences on the entire property (excluding the land).
(e)EastGroup has a $41,610,000 non-recourse first mortgage loan with an insurance company secured by Colorado Crossing, Interstate I-III, Rojas, Steele Creek 1 & 2, Venture and World Houston 3-4 and 6-9.
(f)EastGroup has a $35,220,000 non-recourse first mortgage loan with an insurance company secured by Arion 18, Beltway Crossing VI & VII, Commerce Park II & III, Concord, Interstate V-VII, Lakeview, Ridge Creek II, Southridge IV & V and World Houston 32.
ITEM 16. FORM 10-K SUMMARY.
None.
See accompanying Report of Independent Registered Public Accounting Firm.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| EASTGROUP PROPERTIES, INC. | |
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| By: /s/ MARSHALL A. LOEB | |
| Marshall A. Loeb, Chief Executive Officer, President &and Director | |
| February 14, 201817, 2021 | |
We, the undersigned officers and directors of EastGroup Properties, Inc., hereby severally constitute and appoint Brent W. Wood as our true and lawful attorney, with full power to sign for us and in our names in the capacities indicated below, any and all amendments to this Annual Report on Form 10-K and generally to do all such things in our name and behalf in such capacity to enable EastGroup Properties, Inc. to comply with the applicable provisions of the Securities Exchange Act of 1934, as amended, and we hereby ratify and confirm our signatures as they may be signed by our said attorney to any and all such amendments.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
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* /s/ D. Pike Aloian | | * /s/ H. C. Bailey, Jr. |
D. Pike Aloian, Director | | H. C. Bailey, Jr., Director |
February 14, 201817, 2021 | | February 14, 201817, 2021 |
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* /s/ H. Eric Bolton, Jr. | | * /s/ Donald F. Colleran |
H. Eric Bolton, Jr., Director | | Donald F. Colleran, Director |
February 14, 201817, 2021 | | February 14, 201817, 2021 |
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* /s/ Hayden C. Eaves III | | * /s/ Mary Elizabeth McCormick |
Hayden C. Eaves III, Director | | Fredric H. Gould, Director |
February 14, 2018 | | February 14, 2018 |
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* | | * |
Mary Elizabeth McCormick, Director | | Leland R. Speed, Chairman Emeritus of the Board |
February 14, 201817, 2021 | | February 14, 201817, 2021 |
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* | | /s/ BRENT W. WOOD Katherine M. Sandstrom | | /s/ David H. Hoster II |
Katherine M. Sandstrom, Director | | David H. Hoster II, Chairman of the Board | | * By Brent W. Wood, Attorney-in-fact |
February 14, 201817, 2021 | | February 14, 201817, 2021 |
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| | | | |
/s/ MARSHALL A. LOEB | |
Marshall A. Loeb, Chief Executive Officer, | |
President &and Director | |
(Principal Executive Officer) | |
February 14, 201817, 2021 | |
| |
/s/ BRUCE CORKERN | |
Bruce Corkern, Sr. Vice-President, Chief Accounting Officer | |
and Secretary | |
(Principal Accounting Officer) | |
February 14, 2018 | |
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/s/ BRENT W. WOOD | |
Brent W. Wood, Executive Vice-President, | |
Chief Financial Officer and Treasurer | |
(Principal Financial Officer) | |
February 14, 2018 | |
EXHIBIT INDEX
The following exhibits are filed with this Form 10-K or incorporated by reference to the listed document previously filed with the SEC:
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| |
Number/s/ STACI H. TYLER | Description |
(3)Staci H. Tyler, Senior Vice-President, Chief Accounting Officer | Articles of Incorporation and Bylaws |
(a)and Secretary | Articles of Incorporation (incorporated by reference to Appendix B to the Company's Proxy Statement for its Annual Meeting of Stockholders held on June 5, 1997). |
(b)(Principal Accounting Officer) | Amended and Restated Bylaws of EastGroup Properties, Inc. (incorporated by reference to Exhibit 3.1 to the Company's Form 8-K filed March 3, 2017). |
February 17, 2021 | |
(10) | Material Contracts (*Indicates management or compensatory agreement): |
(a)/s/ BRENT W. WOOD | Form of Severance and Change in Control Agreement that the Company has entered into with Marshall A. Loeb, |
Brent W. Wood, and John F. Coleman (incorporated by reference to Exhibit 10(a) to the Company's Form 8-K filed May 18, 2016).*Executive Vice-President, | |
(b)Chief Financial Officer and Treasurer | Form of Severance and Change in Control Agreement that the Company has entered into with Ryan M. Collins, C. Bruce Corkern and R. Reid Dunbar (incorporated by reference to Exhibit 10(b) to the Company's Form 8-K filed May 18, 2016).* |
(c)(Principal Financial Officer) | Third Amended and Restated Credit Agreement Dated January 2, 2013 among EastGroup Properties, L.P.; EastGroup Properties, Inc.; PNC Bank, National Association, as Administrative Agent; Regions Bank and SunTrust Bank as Co-Syndication Agents; U.S. Bank National Association and Wells Fargo Bank, National Association as Co-Documentation Agents; PNC Capital Markets LLC, as Sole Lead Arranger and Sole Bookrunner; and the Lenders thereunder (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed January 8, 2013). |
(d)February 17, 2021 | First Amendment to Third Amended and Restated Credit Agreement, dated as of August 9, 2013, among EastGroup Properties, L.P., EastGroup Properties, Inc. and PNC Bank, National Association, as administrative agent, and each of the financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed August 30, 2013). |
(e) | Second Amendment to Third Amended and Restated Credit Agreement dated as of July 30, 2015 by and among EastGroup Properties, L.P.; EastGroup Properties, Inc.; PNC Bank, National Association, as Administrative Agent; and each of the financial institutions party thereto as lenders (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed August 4, 2015). |
(f) | EastGroup Properties, Inc. 2013 Equity Incentive Plan, as amended and restated as of March 3, 2017 (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed March 3, 2017).* |
| EastGroup Properties, Inc. Director Compensation Program (filed herewith).* |
(h) | Note Purchase Agreement, dated as of August 28, 2013, among EastGroup Properties, L.P., EastGroup Properties, Inc. and the purchasers of the notes party thereto (including the form of the 3.80% Senior Notes due August 28, 2025) (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed August 30, 2013). |
(i) | Amended and Restated Sales Agency Financing Agreement dated March 6, 2017 between EastGroup Properties, Inc. and BNY Mellon Capital Markets, LLC (incorporated by reference to Exhibit 1.1 to the Company's Form 8-K filed March 10, 2017). |
(j) | Amended and Restated Sales Agency Financing Agreement dated March 6, 2017 between EastGroup Properties, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated (incorporated by reference to Exhibit 1.2 to the Company's Form 8-K filed March 10, 2017). |
(k) | Amended and Restated Sales Agency Financing Agreement dated March 6, 2017 between EastGroup Properties, Inc. and Raymond James & Associates, Inc. (incorporated by reference to Exhibit 1.3 to the Company's Form 8-K filed March 10, 2017). |
(l) | Sales Agency Financing Agreement dated March 6, 2017 between EastGroup Properties, Inc. and Jefferies LLC (incorporated by reference to Exhibit 1.4 to the Company's Form 8-K filed March 10, 2017). |
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| Statement of computation of ratio of earnings to combined fixed charges and preferred stock distributions (filed herewith). |
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| Subsidiaries of EastGroup Properties, Inc. (filed herewith). |
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| Consent of KPMG LLP (filed herewith). |
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| Powers of attorney (filed herewith). |
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(31) | Rule 13a-14(a)/15d-14(a) Certifications (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) |
| Marshall A. Loeb, Chief Executive Officer |
| Brent W. Wood, Chief Financial Officer |
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(32) | Section 1350 Certifications (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) |
| Marshall A. Loeb, Chief Executive Officer |
| Brent W. Wood, Chief Financial Officer |
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(99) | Material United States Federal Income Tax Considerations (incorporated by reference to Exhibit 99.1 to the Company's Form 8-K filed February 14, 2018). |
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(101) | The following materials from EastGroup Properties, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) consolidated balance sheets, (ii) consolidated statements of income and comprehensive income, (iii) consolidated statements of changes in equity, (iv) consolidated statements of cash flows, and (v) the notes to the consolidated financial statements. |