SECURITIES AND EXCHANGE COMMISSION

~~Maryland (First~~First Industrial Realty Trust, Inc.)

Maryland

36-3935116 ~~(First Industrial Realty Trust, Inc.)~~

~~Delaware (~~ First Industrial, L.P.)

Delaware

36-3924586 ~~(First Industrial, L.P.)~~

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

~~311 S. Wacker Drive,~~

~~Suite 3900, Chicago, Illinois~~

~~60606~~

~~(Address of principal executive offices)~~

~~(Zip Code)~~

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $.01 per share

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

First Industrial Realty Trust, Inc.

Yesþ

☑

Noo

☐

First Industrial, L.P.

Yesþ

☑

Noo

☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

First Industrial Realty Trust, Inc.

Yesþ

☑

Noo

☐

First Industrial, L.P.

Yesþ

☑

Noo

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of ~~“large~~"large accelerated filer,~~” “accelerated~~" "accelerated filer,~~” “smaller~~" "smaller reporting company,”" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

First Industrial Realty Trust, Inc.:

Large accelerated filer

þ☑

Accelerated filer

o☐

Non-accelerated filer

o☐

(Do not check if a smaller reporting company)

Smaller reporting company

o☐

Emerging growth company

o☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

First Industrial Realty Trust, Inc.

Yeso

☐

Noo

☐

First Industrial, L.P.

Yeso

☐

Noo

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

First Industrial Realty Trust, Inc.

Yeso

☐

Noþ

☑

First Industrial, L.P.

Yeso

☐

Noþ

☑

At ~~October 26, 2017, 119,846,991~~July 23, 2021, 129,131,444 shares of First Industrial Realty Trust, Inc.’s's Common Stock, $0.01 par value, were outstanding.

EXPLANATORY NOTE

This report combines the Quarterly Reports on Form 10-Q for the period ended ~~September~~June 30, ~~2017~~2021 of First Industrial Realty Trust, Inc., a Maryland corporation (the "Company"), and First Industrial, L.P., a Delaware limited partnership (the "Operating Partnership"). Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to the Company and its subsidiaries, including the Operating Partnership and its consolidated subsidiaries.

The Company is a real estate investment trust and the general partner of the Operating Partnership. At ~~September~~June 30, ~~2017,~~2021, the Company owned an approximate ~~96.7%~~97.7% common general partnership interest in the Operating Partnership. The remaining approximate ~~3.3%~~2.3% common limited partnership interests in the Operating Partnership are owned by ~~certain~~ limited partners. The limited partners of the Operating Partnership are persons or entities who contributed their direct or indirect interests in properties to the Operating Partnership in exchange for limited partnership interests in the Operating Partnership and recipients of RLP Units (as defined in Note 6 to the Consolidated Financial Statements) of the Operating Partnership pursuant to the Company's stock incentive plan. As the sole general partner of the Operating Partnership, the Company exercises exclusive and complete discretion over the Operating ~~Partnership’s~~Partnership's day-to-day management and control and can cause it to enter into certain major transactions, including acquisitions, dispositions and refinancings. The management of the Company consists of the same members as the management of the Operating Partnership.

The Company and the Operating Partnership are managed and operated as one enterprise. The financial results of the Operating Partnership are consolidated into the financial statements of the Company. The Company has no significant assets other than its investment in the Operating Partnership. Substantially all of the ~~Company’s~~Company's assets are held by, and its operations are conducted through, the Operating Partnership and its subsidiaries. Therefore, the assets and liabilities of the Company and the Operating Partnership are substantially the same.

We believe it is important to understand the differences between the Company and the Operating Partnership in the context of how the Company and the Operating Partnership operate as an interrelated, consolidated company. The main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership are:

~~Stockholders’~~ •Equity, Noncontrolling Interest and ~~Partners’~~Partners' Capital. The ~~3.3%~~2.3% equity interest in the Operating Partnership held by entities other than the Company is classified within ~~partners’~~partners' capital in the Operating ~~Partnership’s~~Partnership's financial statements and as a noncontrolling interest in the Company's financial statements.

•Relationship to Other Real Estate Partnerships. The Company's operations are conducted primarily through the Operating Partnership and its subsidiaries, although operations are also conducted through ~~eight~~several other limited partnerships, which are referred to as the "Other Real Estate Partnerships." The Operating Partnership is a limited partner, holding at least a 99% interest, and the Company is a general partner, holding at least a .01% general partnership interest through ~~eight~~several separate wholly-owned corporations, in each of the Other Real Estate Partnerships. The Other Real Estate Partnerships are variable interest entities that both the Company and the Operating Partnership consolidate. The Company's direct general partnership interest in the Other Real Estate Partnerships is reflected as noncontrolling interest within the Operating Partnership's financial statements.

•Relationship to Service Subsidiary. The Company has a direct wholly-owned subsidiary that does not own any real estate but provides services to various other entities owned by the Company. Since the Operating Partnership does not have an ownership interest in this entity, its operations are reflected in the consolidated results of the Company but not the Operating Partnership. Also, this entity owes certain amounts to the Operating Partnership, for which a receivable is included on the Operating ~~Partnership’s~~Partnership's balance sheet but is eliminated on the ~~Company’s~~Company's consolidated balance sheet, since both this entity and the Operating Partnership are fully consolidated by the Company.

We believe combining the ~~Company’s~~Company's and Operating ~~Partnership’s~~Partnership's quarterly reports into this single report results in the following benefits:

•enhances investors' understanding of the Company and the Operating Partnership by enabling them to view the business as a whole and in the same manner as management views and operates the business;

•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports; and

•eliminates duplicative disclosures and provides a more streamlined and readable presentation for our investors to review since a substantial portion of the ~~Company’s~~Company's disclosure applies to both the Company and the Operating Partnership.

To help investors understand the differences between the Company and the Operating Partnership, this report provides the following ~~separate~~ disclosures for each of the Company and the Operating Partnership:

•consolidated financial statements;

•a single set of consolidated notes to such financial statements that includes separate discussions of each ~~entity’s stockholders’~~entity's equity or ~~partners’~~partners' capital, as applicable; and

•a combined ~~Management’s~~Management's Discussion and Analysis of Financial Condition and Results of Operations section that includes distinct information related to each entity.

This report also includes separate Part I, Item 4, Controls and Procedures sections and separate Exhibit 31 and 32 certifications for the Company and the Operating Partnership in order to establish that the requisite certifications have been made and that the Company and the Operating Partnership are both compliant with Rule 13a-15 and Rule 15d-15 of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.

FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.

FORM 10-Q

FOR THE PERIOD ENDED ~~SEPTEMBER~~JUNE 30, ~~2017~~2021

INDEX



		Page
PART I: FINANCIAL INFORMATION		3
Item 1.	Financial Statements	3
	First Industrial Realty Trust, Inc.
	Consolidated Balance Sheets as of ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016~~2020	3
	Consolidated Statements of Operations for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020	4
	Consolidated Statements of Comprehensive Income for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020	5
	Consolidated ~~Statement~~Statements of Changes in ~~Stockholders’~~ Equity for the ~~Nine~~Three and Six Months Ended ~~September~~June 30, ~~2017~~2021 and 2020	6
	Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020	7
	First Industrial, L.P.
	Consolidated Balance Sheets as of ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016~~2020	89
	Consolidated Statements of Operations for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020	910
	Consolidated Statements of Comprehensive Income for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020	1011
	Consolidated ~~Statement~~Statements of Changes in ~~Partner's~~Partners' Capital for the ~~Nine~~Three and Six Months Ended ~~September~~June 30, ~~2017~~2021 and 2020	1112
	Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020	1213
	First Industrial Realty Trust, Inc. and First Industrial, L.P.
	Notes to the Consolidated Financial Statements	1415
Item 2.	~~Management’s~~Management's Discussion and Analysis of Financial Condition and Results of Operations	2627
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3943
Item 4.	Controls and Procedures	3943
PART II: OTHER INFORMATION		4044
Item 1.	Legal Proceedings	4044
Item 1A.	Risk Factors	4044
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4044
Item 3.	Defaults Upon Senior Securities	4044
Item 4.	Mine Safety Disclosures	4044
Item 5.	Other Information	4044
Item 6.	Exhibits	4044
~~SIGNATURES~~EXHIBIT INDEX		4145
~~EXHIBIT INDEX~~SIGNATURES		4246

PART I: FINANCIAL INFORMATION



Item 1.			Financial Statements

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)


	September 30, 2017			December 31, 2016				June 30, 2021		December 31, 2020
	(Unaudited)							(Unaudited)
ASSETS							ASSETS
Assets:							Assets:
Investment in Real Estate:							Investment in Real Estate:
Land	$	870,151		$	794,821		Land	$	1,201,016	$	1,087,907
Buildings and Improvements	2,554,194			2,523,015			Buildings and Improvements	2,972,759		2,922,152
Construction in Progress	68,302			67,078			Construction in Progress	135,147		77,574
Less: Accumulated Depreciation	(794,672		)	(796,492		)	Less: Accumulated Depreciation	(861,534)		(832,393)
Net Investment in Real Estate	2,697,975			2,588,422			Net Investment in Real Estate	3,447,388		3,255,240
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $20,110 and $1,471	18,646			2,354
Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $3,010 and $7,054							Real Estate and Other Assets Held for Sale, Net of Accumulated Depreciation and Amortization of $3,010 and $7,054	3,759		15,663
Operating Lease Right-of-Use Assets							Operating Lease Right-of-Use Assets	24,851		25,205
Cash and Cash Equivalents	9,496			9,859			Cash and Cash Equivalents	55,574		162,090
Restricted Cash	5,102			11,602			Restricted Cash	27,040		37,568
Tenant Accounts Receivable, Net	4,533			4,757
Deferred Rent Receivable, Net	69,623			67,382
Tenant Accounts Receivable							Tenant Accounts Receivable	4,297		5,714
Investment in Joint Ventures							Investment in Joint Ventures	35,877		45,697
Deferred Rent Receivable							Deferred Rent Receivable	93,663		84,567
Deferred Leasing Intangibles, Net	31,108			29,499			Deferred Leasing Intangibles, Net	23,467		25,211
Prepaid Expenses and Other Assets, Net	91,343			79,388			Prepaid Expenses and Other Assets, Net	147,912		134,983
Total Assets	$	2,927,826		$	2,793,263		Total Assets	$	3,863,828	$	3,791,938
LIABILITIES AND EQUITY							LIABILITIES AND EQUITY
Liabilities:							Liabilities:
Indebtedness:							Indebtedness:
Mortgage Loans Payable, Net	$	452,551		$	495,956		Mortgage Loans Payable, Net	$	83,742	$	143,879
Senior Unsecured Notes, Net	301,602			204,998			Senior Unsecured Notes, Net	992,661		992,300
Unsecured Term Loans, Net	457,138			456,638			Unsecured Term Loans, Net	459,169		458,462
Unsecured Credit Facility	157,000			189,500			Unsecured Credit Facility	60,000		0
Accounts Payable, Accrued Expenses and Other Liabilities	82,184			84,412			Accounts Payable, Accrued Expenses and Other Liabilities	119,943		120,292
Operating Lease Liabilities							Operating Lease Liabilities	22,509		22,826
Deferred Leasing Intangibles, Net	10,735			10,400			Deferred Leasing Intangibles, Net	10,123		11,064
Rents Received in Advance and Security Deposits	45,495			43,300			Rents Received in Advance and Security Deposits	77,297		62,092
Dividends and Distributions Payable	26,848			23,434			Dividends and Distributions Payable	36,336		33,703
Total Liabilities	1,533,553			1,508,638			Total Liabilities	1,861,780		1,844,618
Commitments and Contingencies	—			—			Commitments and Contingencies	0		0
Equity:							Equity:
First Industrial Realty Trust Inc.’s Stockholders’ Equity:
Common Stock ($0.01 par value, 225,000,000 and 150,000,000 shares authorized and 119,848,432 and 117,107,746 shares issued and outstanding)	1,199			1,172
Additional Paid-in-Capital	1,964,965			1,886,771
First Industrial Realty Trust Inc.'s Equity:							First Industrial Realty Trust Inc.'s Equity:
Common Stock ($0.01 par value, 225,000,000 shares authorized and 129,131,444 and 129,051,412 shares issued and outstanding)							Common Stock ($0.01 par value, 225,000,000 shares authorized and 129,131,444 and 129,051,412 shares issued and outstanding)	1,291		1,290
Additional Paid-in Capital							Additional Paid-in Capital	2,224,561		2,224,691
Distributions in Excess of Accumulated Earnings	(614,493		)	(641,859		)	Distributions in Excess of Accumulated Earnings	(264,317)		(306,294)
Accumulated Other Comprehensive Loss	(3,153		)	(4,643		)	Accumulated Other Comprehensive Loss	(10,026)		(16,953)
Total First Industrial Realty Trust, Inc.’s Stockholders’ Equity	1,348,518			1,241,441
Noncontrolling Interest	45,755			43,184
Total First Industrial Realty Trust, Inc.'s Equity							Total First Industrial Realty Trust, Inc.'s Equity	1,951,509		1,902,734
Noncontrolling Interests							Noncontrolling Interests	50,539		44,586
Total Equity	1,394,273			1,284,625			Total Equity	2,002,048		1,947,320
Total Liabilities and Equity	$	2,927,826		$	2,793,263		Total Liabilities and Equity	$	3,863,828	$	3,791,938

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited; in thousands, except per share data)

Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Revenues:
Rental Income $ 76,497
$ 72,092
$ 227,217
$ 216,115
Tenant Recoveries and Other Income 22,813
21,470
67,055
63,929
Total Revenues 99,310
93,562
294,272
280,044
Expenses:
Property Expenses 28,452
27,539
83,835
82,781
General and Administrative 6,492
5,983
21,310
20,090
Acquisition Costs —
119
—
338
Depreciation and Other Amortization 29,696
28,815
87,230
88,668
Total Expenses 64,640
62,456
192,375
191,877
Other Income (Expense):
Gain on Sale of Real Estate 23,271
16,802
52,140
60,828
Interest Expense (14,376 ) (14,407 ) (43,660 ) (45,255 )
Amortization of Deferred Financing Costs (778 ) (782 ) (2,336 ) (2,437 )
Mark-to-Market Gain on Interest Rate Protection Agreements 1,848
—
1,848
—
Loss from Retirement of Debt —
—
(1,653 ) —
Total Other Income (Expense) 9,965
1,613
6,339
13,136
Income from Operations Before Income Tax Provision 44,635
32,719
108,236
101,303
Income Tax Benefit (Provision) 21
(51 ) (1,236 ) (232 )
Net Income 44,656
32,668
107,000
101,071
Less: Net Income Attributable to the Noncontrolling Interest (1,458 ) (1,149 ) (3,531 ) (3,635 )
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities $ 43,198
$ 31,519
$ 103,469
$ 97,436
Basic Earnings Per Share:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.88
$ 0.85
Diluted Earnings Per Share:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.87
$ 0.85
Dividends/Distributions Per Share $ 0.21
$ 0.19
$ 0.63
$ 0.57
Weighted Average Shares Outstanding - Basic 119,446
116,467
117,870
114,491
Weighted Average Shares Outstanding - Diluted 119,990
116,864
118,352
114,809


	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
Revenues:
Lease Revenue	$	116,764	$	108,649	$	232,431	$	217,024
Other Revenue	634		553		1,226		2,521
Total Revenues	117,398		109,202		233,657		219,545
Expenses:
Property Expenses	31,748		28,051		64,990		57,132
General and Administrative	8,469		8,234		17,033		17,485

Depreciation and Other Amortization	32,446		32,232		64,421		63,163
Total Expenses	72,663		68,517		146,444		137,780
Other Income (Expense):
Gain on Sale of Real Estate	22,854		9,076		57,499		23,069
Interest Expense	(11,852)		(12,285)		(24,525)		(25,089)
Amortization of Debt Issuance Costs	(935)		(784)		(1,884)		(1,572)


Total Other Income (Expense)	10,067		(3,993)		31,090		(3,592)
Income from Operations Before Equity in Loss of Joint Ventures and Income Tax Provision	54,802		36,692		118,303		78,173
Equity in Loss of Joint Ventures	(66)		(45)		(139)		(74)
Income Tax Provision	(1,575)		(221)		(1,420)		(144)
Net Income	53,161		36,426		116,744		77,955
Less: Net Income Attributable to the Noncontrolling Interests	(1,225)		(757)		(2,610)		(1,652)
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities	$	51,936	$	35,669	$	114,134	$	76,303
Basic and Diluted Earnings Per Share:
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	0.40	$	0.28	$	0.88	$	0.60



Weighted Average Shares Outstanding - Basic	129,098		127,074		129,093		127,004
Weighted Average Shares Outstanding - Diluted	129,187		127,266		129,179		127,189

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited; in thousands)


	Three Months Ended September 30, 2017			Three Months Ended September 30, 2016			Nine Months Ended September 30, 2017			Nine Months Ended September 30, 2016				Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
Net Income	$	44,656		$	32,668		$	107,000		$	101,071		Net Income	$	53,161	$	36,426	$	116,744	$	77,955
Mark-to-Market Gain (Loss) on Interest Rate Protection Agreements	621			3,768			1,364			(13,848		)
Amortization of Interest Rate Protection Agreements	24			96			180			294

Mark-to-Market Gain (Loss) on Derivative Instruments													Mark-to-Market Gain (Loss) on Derivative Instruments	189		(1,385)		6,842		(15,975)
Amortization of Derivative Instruments													Amortization of Derivative Instruments	103		103		205		205
Comprehensive Income	45,301			36,532			108,544			87,517			Comprehensive Income	53,453		35,144		123,791		62,185
Comprehensive Income Attributable to Noncontrolling Interest	(1,479		)	(1,295		)	(3,582		)	(3,147		)
Comprehensive Income Attributable to Noncontrolling Interests													Comprehensive Income Attributable to Noncontrolling Interests	(1,235)		(735)		(2,768)		(1,317)
Comprehensive Income Attributable to First Industrial Realty Trust, Inc.	$	43,822		$	35,237		$	104,962		$	84,370		Comprehensive Income Attributable to First Industrial Realty Trust, Inc.	$	52,218	$	34,409	$	121,023	$	60,868

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN ~~STOCKHOLDERS’~~ EQUITY

(Unaudited; in ~~thousands)~~thousands, except per share data)

Common
Stock

Additional
Paid-in-
Capital

Distributions
in Excess of
Accumulated
Earnings

Accumulated
Other
Comprehensive
Loss

Noncontrolling
Interest
Total
Balance as of December 31, 2016 $ 1,172
$ 1,886,771
$ (641,859 ) $ (4,643 ) $ 43,184
$ 1,284,625
Issuance of Common Stock, Net of Issuance Costs 25
74,636
—
—
—
74,661
Stock Based Compensation Activity 2
5,088
(724 ) —
—
4,366
Conversion of Limited Partner Units to Common Stock —
39
—
—
(39 ) —
Reallocation - Additional Paid-in-Capital —
(1,569 ) —
—
1,569
—
Common Stock Dividends and Unit Distributions —
—
(75,379 ) —
(2,544 ) (77,923 )
Net Income —
—
103,469
—
3,531
107,000
Reallocation - Other Comprehensive Income —
—
—
(3 ) 3
—
Other Comprehensive Income —
—
—
1,493
51
1,544
Balance as of September 30, 2017 $ 1,199
$ 1,964,965
$ (614,493 ) $ (3,153 ) $ 45,755
$ 1,394,273

The accompanying notes are an integral part of the consolidated financial statements.


FIRST INDUSTRIAL REALTY TRUST, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; in thousands)
	Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	116,744	$	77,955
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation	53,073		50,695
Amortization of Debt Issuance Costs	1,884		1,572
Other Amortization, including Equity Based Compensation	15,914		16,332


Equity in Loss of Joint Ventures	139		74

Gain on Sale of Real Estate	(57,499)		(23,069)




Straight-line Rental Income and Expense, Net	(9,309)		(4,929)

(Increase) Decrease in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net	(2,936)		4,231

Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits	474		(5,404)

Net Cash Provided by Operating Activities	118,484		117,457
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate	(155,807)		(164,012)
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs	(124,050)		(109,930)
Net Proceeds from Sales of Investments in Real Estate	101,131		40,529


Contributions to and Investments in Joint Ventures	(1,321)		(3,889)
Distributions from Joint Ventures	21,407		0

Increase in Escrow Deposits and Other Investing Activity	(3,018)		(8,470)
Net Cash Used in Investing Activities	(161,658)		(245,772)
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing Issuance Costs	(64)		0


Tax Paid on Vested Equity Compensation	(5,126)		(5,944)
Common Stock Dividends and Unit Distributions Paid	(68,368)		(62,110)

Repayments on Mortgage Loans Payable	(60,312)		(17,506)





Proceeds from Unsecured Credit Facility	80,000		232,000
Repayments on Unsecured Credit Facility	(20,000)		(70,000)


Net Cash (Used in) Provided by Financing Activities	(73,870)		76,440
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(117,044)		(51,875)
Cash, Cash Equivalents and Restricted Cash, Beginning of Year	199,658		152,718
Cash, Cash Equivalents and Restricted Cash, End of Period	$	82,614	$	100,843

FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 107,000
$ 101,071
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation 70,697
72,317
Amortization of Deferred Financing Costs 2,336
2,437
Other Amortization, including Stock Based Compensation 22,059
21,699
Provision for Bad Debt 181
567
Gain on Sale of Real Estate (52,140 ) (60,828 )
Loss from Retirement of Debt 1,653
—
Mark-to-Market Gain on Interest Rate Protection Agreements (1,848 ) —
Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net (6,792 ) (2,830 )
Increase in Deferred Rent Receivable, Net (4,104 ) (5,121 )
Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits 9,152
(1,545 )
Payments of Prepayment Penalties and Discounts Associated with Retirement of Debt (1,453 ) (554 )
Net Cash Provided by Operating Activities 146,741
127,213
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate (160,065 ) (95,157 )
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs (104,658 ) (117,630 )
Net Proceeds from Sales of Investments in Real Estate 95,233
133,602
Repayments of Notes Receivable 51
43
Decrease in Escrows 4,805
11,051
Net Cash Used in Investing Activities (164,634 ) (68,091 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing and Equity Issuance Costs (1,918 ) (375 )
Proceeds from the Issuance of Common Stock, Net of Underwriter’s Discount 74,880
124,936
Repurchase and Retirement of Restricted Stock (2,401 ) (5,242 )
Common Stock Dividends and Unit Distributions Paid (74,508 ) (59,678 )
Repayments on Mortgage Loans Payable (44,152 ) (66,551 )
Proceeds from Senior Unsecured Notes 200,000
—
Repayments of Senior Unsecured Notes (101,871 ) (159,125 )
Proceeds from Unsecured Credit Facility 326,000
397,000
Repayments on Unsecured Credit Facility (358,500 ) (286,000 )
Net Cash Provided by (Used in) Financing Activities 17,530
(55,035 )
Net (Decrease) Increase in Cash and Cash Equivalents (363 ) 4,087
Cash and Cash Equivalents, Beginning of Year 9,859
3,987
Cash and Cash Equivalents, End of Period $ 9,496
$ 8,074

FIRST INDUSTRIAL REALTY TRUST, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Unaudited; in thousands)
Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
Interest Expense Capitalized in Connection with Development Activity $ 3,014
$ 2,279
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Common Stock Dividends and Unit Distributions Payable $ 26,848
$ 23,357
Exchange of Limited Partnership Units for Common Stock:
Noncontrolling Interest $ (39 ) $ (819 )
Common Stock —
1
Additional Paid-in-Capital 39
818
Total $ —
$ —
Assumption of Indebtedness and Other Liabilities in Connection with the Acquisition of Real Estate $ 1,138
$ 5,227
Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate $ 23,247
$ 28,788
Write-off of Fully Depreciated Assets $ (27,455 ) $ (34,360 )


FIRST INDUSTRIAL REALTY TRUST, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (Unaudited; in thousands)
	Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS:
Interest Expense Capitalized in Connection with Development Activity	$	4,336	$	3,458
Cash Paid for Operating Lease Liabilities	$	1,546	$	1,402
Supplemental Schedule of Non-Cash Operating Activities:
Operating Lease Liabilities Arising from Obtaining Right-of-Use Assets	$	157	$	1,208
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Common Stock Dividends and Unit Distributions Payable	$	36,336	$	33,036

Exchange of Limited Partnership Units for Common Stock:
Noncontrolling Interests	$	(22)	$	(2,065)
Common Stock	0		2
Additional Paid-in Capital	22		2,063
Total	$	0	$	0







Assumption of Escrow in Connection with the Acquisition of Real Estate	$	3,611	$	0
Assumption of Liabilities in Connection with the Acquisition of Real Estate	$	3,215	$	3,425
Accounts Payable Related to Construction in Progress and Additions to Investment in Real Estate	$	47,633	$	25,094
Tenant Improvements Funded by Tenant	$	15,992	$	0
Write-off of Fully Depreciated Assets	$	(13,372)	$	(19,400)

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL, L.P.

CONSOLIDATED BALANCE SHEETS

(In thousands, except Unit data)

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited; in thousands, except per Unit data)

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited; in thousands)

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CHANGES IN ~~PARTNERS’~~PARTNERS' CAPITAL

(Unaudited; in ~~thousands)~~thousands, except per Unit data)

General
Partner
Units

Limited
Partner
Units

Accumulated
Other
Comprehensive
Loss
Noncontrolling Interest Total
Balance as of December 31, 2016 $ 1,219,755
$ 79,156
$ (4,804 ) $ 956
$ 1,295,063
Contribution of General Partner Units, Net of Issuance Costs 74,661
—
—
—
74,661
Stock Based Compensation Activity 4,366
—
—
—
4,366
Conversion of Limited Partner Units to General Partner Units 39
(39 ) —
—
—
Unit Distributions (75,379 ) (2,544 ) —
—
(77,923 )
Contributions from Noncontrolling Interest —
—
—
29
29
Distributions to Noncontrolling Interest —
—
—
(284 ) (284 )
Net Income 103,373
3,531
—
96
107,000
Other Comprehensive Income —
—
1,544
—
1,544
Balance as of September 30, 2017 $ 1,326,815
$ 80,104
$ (3,260 ) $ 797
$ 1,404,456


Six Months Ended June 30, 2020:	General Partner Units		Limited Partner Units		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total
Balance as of December 31, 2019	$	1,750,656	$	63,618	$	(7,013)	$	1,023	$	1,808,284
Net Income	40,584		895		—		50		41,529
Other Comprehensive Loss	—		—		(14,488)		—		(14,488)

Stock Based Compensation Activity	(4,208)		2,373		—		—		(1,835)
Unit Distributions ($0.25 Per Unit)	(31,874)		(614)		—		—		(32,488)
Conversion of Limited Partner Units to General Partner Units	2,064		(2,064)		—		—		0

Contributions from Noncontrolling Interests	—		—		—		5		5
Distributions to Noncontrolling Interests	—		—		—		(366)		(366)
Balance as of March 31, 2020	$	1,757,222	$	64,208	$	(21,501)	$	712	$	1,800,641
Net Income	35,575		757		—		94		36,426
Other Comprehensive Loss	—		—		(1,282)		—		(1,282)

Stock Based Compensation Activity	1,486		1,622		—		—		3,108
Unit Distributions ($0.25 Per Unit)	(31,929)		(631)		—		—		(32,560)
Conversion of Limited Partner Units to General Partner Units	1		(1)		—		—		0

Contributions from Noncontrolling Interests	—		—		—		12		12
Distributions to Noncontrolling Interests	—		—		—		(65)		(65)
Balance as of June 30, 2020	$	1,762,355	$	65,955	$	(22,783)	$	753	$	1,806,280

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited; in thousands)
Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 107,000
$ 101,071
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation 70,697
72,317
Amortization of Deferred Financing Costs 2,336
2,437
Other Amortization, including Stock Based Compensation 22,059
21,699
Provision for Bad Debt 181
567
Gain on Sale of Real Estate (52,140 ) (60,828 )
Loss from Retirement of Debt 1,653
—
Mark-to-Market Gain on Interest Rate Protection Agreements (1,848 ) —
Increase in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net (6,537 ) (2,680 )
Increase in Deferred Rent Receivable, Net (4,104 ) (5,121 )
Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits 9,152
(1,545 )
Payments of Prepayment Penalties and Discounts Associated with Retirement of Debt

(1,453 ) (554 )
Net Cash Provided by Operating Activities 146,996
127,363
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate (160,065 ) (95,157 )
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs (104,658 ) (117,630 )
Net Proceeds from Sales of Investments in Real Estate 95,233
133,602
Repayments of Notes Receivable 51
43
Decrease in Escrows 4,805
11,051
Net Cash Used in Investing Activities (164,634 ) (68,091 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing and Equity Issuance Costs (1,918 ) (375 )
Contribution of General Partner Units 74,880
124,936
Repurchase and Retirement of Restricted Units (2,401 ) (5,242 )
Unit Distributions Paid (74,508 ) (59,678 )
Contributions from Noncontrolling Interests 29
114
Distributions to Noncontrolling Interests (284 ) (264 )
Repayments on Mortgage Loans Payable (44,152 ) (66,551 )
Proceeds from Senior Unsecured Notes 200,000
—
Repayments of Senior Unsecured Notes (101,871 ) (159,125 )
Proceeds from Unsecured Credit Facility 326,000
397,000
Repayments on Unsecured Credit Facility (358,500 ) (286,000 )
Net Cash Provided by (Used in) Financing Activities 17,275
(55,185 )
Net (Decrease) Increase in Cash and Cash Equivalents (363 ) 4,087
Cash and Cash Equivalents, Beginning of Year 9,859
3,987
Cash and Cash Equivalents, End of Period $ 9,496
$ 8,074


FIRST INDUSTRIAL, L.P. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited; in thousands)
	Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	116,744	$	77,955
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation	53,073		50,695
Amortization of Debt Issuance Costs	1,884		1,572
Other Amortization, including Equity Based Compensation	15,914		16,332


Equity in Loss of Joint Ventures	139		74

Gain on Sale of Real Estate	(57,499)		(23,069)




Straight-line Rental Income and Expense, Net	(9,309)		(4,929)

(Increase) Decrease in Tenant Accounts Receivable, Prepaid Expenses and Other Assets, Net	(2,918)		4,645

Increase (Decrease) in Accounts Payable, Accrued Expenses, Other Liabilities, Rents Received in Advance and Security Deposits	474		(5,404)

Net Cash Provided by Operating Activities	118,502		117,871
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of Real Estate	(155,807)		(164,012)
Additions to Investment in Real Estate and Non-Acquisition Tenant Improvements and Lease Costs	(124,050)		(109,930)
Net Proceeds from Sales of Investments in Real Estate	101,131		40,529


Contributions to and Investments in Joint Ventures	(1,321)		(3,889)
Distributions from Joint Ventures	21,407		0

Increase in Escrow Deposits and Other Investing Activity	(3,018)		(8,470)
Net Cash Used in Investing Activities	(161,658)		(245,772)
CASH FLOWS FROM FINANCING ACTIVITIES:
Financing Issuance Costs	(64)		0


Tax Paid on Vested Equity Compensation	(5,126)		(5,944)
Unit Distributions Paid	(68,368)		(62,110)

Contributions from Noncontrolling Interests	29		17
Distributions to Noncontrolling Interests	(47)		(431)
Repayments on Mortgage Loans Payable	(60,312)		(17,506)




Proceeds from Unsecured Credit Facility	80,000		232,000
Repayments on Unsecured Credit Facility	(20,000)		(70,000)

Net Cash (Used in) Provided by Financing Activities	(73,888)		76,026
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(117,044)		(51,875)
Cash, Cash Equivalents and Restricted Cash, Beginning of Year	199,658		152,718
Cash, Cash Equivalents and Restricted Cash, End of Period	$	82,614	$	100,843

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Unaudited; in thousands)

FIRST INDUSTRIAL, L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Unaudited; in thousands)

The accompanying notes are an integral part of the consolidated financial statements.

FIRST INDUSTRIAL REALTY TRUST, INC. AND FIRST INDUSTRIAL, L.P.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited; dollars in thousands, except per share and Unit data)

First Industrial Realty Trust, Inc. (the "Company") is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust ("REIT") as defined in the Internal Revenue Code of ~~1986.~~1986 (the "Code"). Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to the Company and its subsidiaries, including its operating partnership, First Industrial, L.P. (the "Operating Partnership"), and its consolidated subsidiaries.

We began operations on July 1, 1994. The Company's operations are conducted primarily through the Operating Partnership, of which the Company is the sole general partner (the "General Partner"), with an approximate ~~96.7%~~97.7% ownership interest ("General Partner Units") at ~~September~~June 30, ~~2017.~~2021. The Operating Partnership also conducts operations through ~~eight~~several other limited partnerships (the "Other Real Estate Partnerships"), numerous limited liability companies ("LLCs") and certain taxable REIT subsidiaries ("TRSs"), the operating data of which, together with that of the Operating Partnership, is consolidated with that of the Company as presented herein. The Operating Partnership holds at least a 99% limited partnership interest in each of the Other Real Estate Partnerships. The general partners of the Other Real Estate Partnerships are separate corporations, wholly-owned by the Company, each with at least a .01% general partnership interest in the Other Real Estate Partnerships. The Company does not have any significant assets or liabilities other than its investment in the Operating Partnership and its 100% ownership interest in the general partners of the Other Real Estate Partnerships. ~~Noncontrolling~~The Company's noncontrolling interest in the Operating Partnership of approximately ~~3.3%~~2.3% at ~~September~~June 30, ~~2017~~2021 represents the aggregate partnership interest held by the limited partners thereof ("Limited Partner Units" and together with the General Partner Units, the "Units"). The limited partners of the Operating Partnership are persons or entities who contributed their direct or indirect interests in properties to the Operating Partnership in exchange for common Limited Partner Units of the Operating Partnership and/or recipients of RLP Units of the Operating Partnership (see Note 6) pursuant to the Company's stock incentive plan.

We also own equity interests in, and provide various services to, 2 joint ventures (the "Joint Ventures") through a wholly-owned TRS of the Operating Partnership. The Joint Ventures are accounted for under the equity method of accounting. The operating data of the Joint Ventures is not consolidated with that of the Company or the Operating Partnership as presented herein. One of the Joint Ventures sold its remaining acres of land during the six months ended June 30, 2021. See Note 5 for more information related to the Joint Ventures.

Profits, losses and distributions of the Operating Partnership, the LLCs, the Other Real Estate Partnerships, the TRSs and the ~~TRSs~~Joint Ventures are allocated to the general partner and the limited partners, the members or the shareholders, as applicable, of such entities in accordance with the provisions contained within their respective organizational documents.

As of ~~September~~June 30, ~~2017,~~2021, we owned ~~516~~427 industrial properties located in 2220 states, containing an aggregate of approximately ~~62.8~~61.8 million square feet of gross leasable area ("GLA").Of the ~~516~~427 properties owned on a consolidated basis, none of them are directly owned by the Company.

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended December 31, ~~2016~~2020 ("~~2016~~2020 Form 10-K") and should be read in conjunction with such consolidated financial statements and related notes. The ~~2016~~2020 year end consolidated balance sheet data included in this Form 10-Q filing was derived from the audited consolidated financial statements in our ~~2016~~2020 Form 10-K, but does not include all disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). The following notes to these interim consolidated financial statements highlight significant changes to the notes included in the December 31, ~~2016~~2020 audited consolidated financial statements included in our ~~2016~~2020 Form 10-K and present interim disclosures as required by the Securities and Exchange Commission.

In order to conform with GAAP, in preparation of our consolidated financial statements we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, and the reported amounts of revenues and expenses for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016.~~2020. Actual results could differ from those estimates. In our opinion, the accompanying unaudited interim consolidated financial statements reflect all adjustments necessary for a fair statement of our financial position as of ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, the results of our operations and comprehensive income for each of the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, and our cash flows for each of the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016.~~2020. All adjustments are of a normal recurring nature.

~~Investment in Real Estate and Depreciation~~

Effective January 1, 2017, we adopted Accounting Standards Update ("ASU") No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business" ("ASU 2017-01"). ASU 2017-01 clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business. The revised framework establishes a screen for determining whether an integrated set of assets and activities is a business and narrows the definition of a business, which is expected to result in fewer transactions being accounted for as business combinations. Acquisitions of integrated sets of assets and activities that do not meet the definition of a business are accounted for as asset acquisitions. We applied ASU 2017-01 prospectively. We anticipate that our acquisitions of real estate in the future will generally not meet the definition of a business combination and, accordingly; transaction costs which have historically been expensed will be capitalized as part of the basis of the real estate assets acquired.

Recent Accounting Pronouncements

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 requires entities to recognize revenue when they transfer promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual periods beginning after December 15, 2017. We will adopt the new standard effective January 1, 2018 and expect to utilize the modified retrospective approach upon adoption. While lease contracts with customers, which constitute a vast majority of our revenues, are a specific scope exception, certain of our revenue streams may be impacted by the new guidance, however we do not believe there will be a material financial statement impact or that our pattern of revenue recognition will be materially impacted by the adoption of ASU 2014-09.

~~In February 2016,~~March 2020, the Financial Accounting Standards Board ~~(the "FASB"~~("FASB") issued Accounting Standards Update (“ASU”) No. 2020-04 Reference Rate Reform (Topic 848). ASU ~~No. 2016-02, "Leases" ("~~2020-04 contains practical expedients for reference rate reform-related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU ~~2016-02"),~~2020-04 is optional and may be elected over time as reference rate reform activities occur. 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 amends the existing accounting standards for lease accounting and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract. Under ASU 2016-02, lesseesfuture hedged transactions will be ~~required to record a right-of-use asset, which is an asset that represents~~based matches the ~~lessee’s right to use, or control~~index on the ~~use~~corresponding derivatives. Application of a specified asset for the lease term and a lease liability, which is a lessee’s right to use, or control the use of, a specified asset for the lease term. We are a lessee on certain ground and operating leases as disclosed in Note 14 to the consolidated financial statements in our 2016 Form 10-K. While we expect to record a right-of-use asset and lease liability upon adoption of this standard, we anticipate the impact will not be material to our overall financial condition and results of operations. We are the lessor on a significant number of leases, however, we believe that ASU 2016-02 will have minimal impact to our financial condition or results of operations as leases where we are the lessor will continue to be accounted for as operating leases. The most significant changes ASU 2016-02 will have to lessor accounting will be the requirement that lessors expense certain initial direct costs that are not incremental in negotiating a lease as incurred as well bifurcating lease generated revenue into lease and non-lease components. ASU 2016-02 requires the use of a modified retrospective approach for all leases existing at, or entered into after, the beginning of the earliest period presented in the consolidated financial statements, with certain practicalthese expedients available. If practical expedients are elected, we would not be required to reassess (1) whether an expired or existing contract meets the definition of a lease; (2) the lease classification for expired or existing leases; and (3) whether costs previously capitalized as initial direct costs would continue to be amortized. We are continuing the process of evaluating and quantifying the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures. We will adopt ASU 2016-02 on January 1, 2019 and anticipate electing the practical expedients.

In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” ("ASU 2016-15"). ASU 2016-15 addresses eight specific cash flow issues and intends to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual periods beginning after December 15, 2017 with retrospective application required. We expect ASU 2016-15 to impactpreserves the presentation of ~~our consolidated statement~~derivatives consistent with past presentation. The Company continues to evaluate the impact of ~~cash flows~~the guidance and ~~we will adopt ASU 2016-15 on January 1, 2018.~~

In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" ("ASU 2016-18"). ASU 2016-18 requires that the statement of cash flows explain the change during the periodmay apply other elections as applicable as additional changes in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents when reconciling the beginning- of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 is effective for annual periods beginning after December 15, 2017. We expect ASU 2016-18 to impact the presentation of our consolidated statement of cash flows and we will adopt ASU 2016-18 on January 1, 2018.market occur.

In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeting Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). ASU 2017-12 is intended to better align financial reporting for hedging activities with the economic objectives of those activities. As a result of the transition guidance, cumulative ineffectiveness that has been previously 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 2017-12 is effective for annual periods beginning after December 15, 2018. We continue to assess all the potential impacts of ASU 2017-12, however, we do not expect the adoption to have a material impact on our financial condition or results of operations.

3. Investment in Real Estate

~~REIT Acquisition~~Acquisitions

~~On August 15, 2017, via a stock purchase agreement,~~During the six months ended June 30, 2021, we acquired ~~a private real estate investment trust that owns one~~3 industrial ~~property consisting~~properties comprised of approximately 0.2 million square feet of GLA and 5 land parcels, one of which was acquired from ~~a third party seller in exchange~~our Joint Venture I (see Note 5). We accounted for ~~$20,962, exclusive of closing~~the property and land parcels as asset acquisitions and therefore capitalized transaction costs ~~and credits (“REIT Acquisition”). As part~~to the basis of the ~~REIT Acquisition, we~~ acquired ~~100% of the private REIT’s common stock.~~

During the nine months ended September 30, 2017, we acquired six industrial properties comprised of approximately 0.9 million square feet of GLA (inclusive of the REIT Acquisition) and several land parcels.assets. The following table summarizes the ~~amounts recognized for~~allocation of the aggregate purchase price to each major ~~class of~~ asset ~~and liability~~class for the industrial properties and land parcels acquired during the ~~nine~~six months ended ~~September~~June 30, ~~2017:~~2021:


Land	$	120,640
Building and Improvements/Construction in Progress	23,977
In-Place Leases	789


Other Assets	1,592

Total Purchase Price	$	146,998

Purchase Price Weighted Average Life (in Months)
Land $ 90,429
N/A
Building and Improvements 61,973
(A)
Other Assets 1,195
(B)
In-Place Leases 6,670
70
Above Market Leases 127
34
Below Market Leases (1,420 ) 85
Total Purchase Price (C) $ 158,974

~~(A) See Note 2 to the consolidated financial statements in our 2016 Form 10-K for the disclosure of useful lives of our Investment in Real Estate and our Depreciation policy.~~

~~(B) Represents leasing commissions, which are included in prepaid expenses and other assets, net on the consolidated balance sheets and amortized over the remaining term of each lease.~~

~~(C) Excludes costs incurred in conjunction with the acquisition of the industrial properties and land parcels.~~

The revenue and net income associated with the acquisition of the industrial properties and land parcels, since their respective acquisition dates, are not significant ~~for~~to the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2021.

Real Estate Held for Sale

As of ~~September~~June 30, ~~2017,~~2021, we had ~~eight~~4 industrial properties and 2 industrial condominium units comprised of approximately ~~1.1~~0.1 million square feet of GLA ~~and one land parcel~~ held for sale.

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021, we sold 306 industrial properties and 3 industrial condominium units comprised of approximately ~~1.9~~1.5 million square feet of ~~GLA.~~GLA and 1 land parcel. Gross proceeds from the sales ~~of these industrial properties~~ were ~~$99,279.~~$104,372. The gain on sale of real estate attributable to these sales was ~~$52,140.~~

The following table discloses certain information regarding our indebtedness:

2015 Unsecured Term Loan (A)

2020 Unsecured Term Loan (A) (C)

Unsecured Credit Facility (B) (C)

Outstanding Balance at
Interest
Rate at
September 30, 2017

Effective
Interest
Rate at
Issuance

Maturity
Date
September 30, 2017
December 31,
2016

Mortgage Loans Payable, Gross $ 454,283
$ 498,435
4.03% – 8.26% 3.82% – 8.26%
June 2018 –
September 2022
Unamortized Deferred Financing Costs (2,033 ) (2,905 )
Unamortized Premiums 301
426

Mortgage Loans Payable, Net $ 452,551
$ 495,956

Senior Unsecured Notes, Gross
2017 Notes 54,981
54,981
7.50% 7.52% 12/1/2017
2027 Notes 6,070
6,070
7.15% 7.11% 5/15/2027
2028 Notes 31,901
31,901
7.60% 8.13% 7/15/2028
2032 Notes 10,600
10,600
7.75% 7.87% 4/15/2032
2017 II Notes —
101,871
N/A N/A 5/15/2017
2027 Private Placement Notes 125,000
—
4.30% 4.30% 4/20/2027
2029 Private Placement Notes 75,000
—
4.40% 4.40% 4/20/2029
Subtotal $ 303,552
$ 205,423

Unamortized Deferred Financing Costs (1,864 ) (320 )
Unamortized Discounts (86 ) (105 )
Senior Unsecured Notes, Net $ 301,602
$ 204,998

Unsecured Term Loans, Gross

2014 Unsecured Term Loan (A)
$ 200,000
$ 200,000
3.99% N/A 1/29/2021
2015 Unsecured Term Loan (A)
260,000
260,000
3.39% N/A 9/12/2022
Subtotal $ 460,000
$ 460,000

Unamortized Deferred Financing Costs (2,862 ) (3,362 )
Unsecured Term Loans, Net $ 457,138
$ 456,638

Unsecured Credit Facility (B) $ 157,000
$ 189,500
2.39% N/A 3/11/2019
_______________

(A) The interest rate at ~~September~~June 30, ~~2017 reflects~~2021 includes the ~~interest rate protection agreements~~impact of derivative instruments we entered into to effectively convert the variable rate to a fixed rate. See Note 10.

(B) ~~The maturity date may be extended an additional year at our election, subject to certain restrictions.~~ Amounts exclude unamortized ~~deferred financing~~debt issuance costs of ~~$1,881~~$418 and ~~$2,876~~$1,049 as of ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, respectively, which are included in ~~prepaid expenses~~the line item Prepaid Expenses and ~~other assets on the consolidated balance sheets.~~Other Assets, Net.

(C) On July 7, 2021, we amended and restated our 2020 Unsecured Term Loan and our Unsecured Credit Facility. See Note 13 for additional information.

Mortgage Loans Payable, Net

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021, we paid off mortgage loans in the amount of $36,108. In connection with the mortgage loans paid off during the nine months ended September 30, 2017, we recognized $1,653 as loss from retirement of debt representing prepayment penalties and the write-off of unamortized deferred financing costs.$57,912.

As of ~~September~~June 30, ~~2017,~~2021, mortgage loans payable are collateralized, and in some instances cross-collateralized, by industrial properties with a net carrying value of ~~$580,202.~~$137,238. We believe the Operating Partnership and the Company were in compliance with all covenants relating to mortgage loans as of ~~September~~June 30, ~~2017.~~2021.

~~Senior Unsecured Notes, Net~~

During the nine months ended September 30, 2017, the Operating Partnership issued $125,000 of 4.30% Series A Guaranteed Senior Notes due April 20, 2027 (the “2027 Private Placement Notes”) and $75,000 of 4.40% Series B Guaranteed Senior Notes due April 20, 2029 (the “2029 Private Placement Notes”) (collectively, the "Private Placement Notes") in a private placement pursuant to a Note and Guaranty Agreement dated February 21, 2017. The 2027 Private Placement Notes and the 2029 Private Placement Notes are unsecured obligations of the Operating Partnership that are fully and unconditionally guaranteed by the Company and require semi-annual interest payments.

~~Additionally, during the nine months ended September 30, 2017, we paid off and retired our 2017 II Notes (as described in the table above), at maturity in the amount of $101,871.~~

Indebtedness

The following is a schedule of the stated maturities and scheduled principal payments of our indebtedness, exclusive of premiums, discounts and ~~deferred financing~~debt issuance costs, for the next five years as of ~~September~~June 30, and thereafter:

Amount
Remainder of 2017 $ 57,662
2018 165,449
2019 236,329
2020 58,762
2021 266,818
Thereafter 589,815
Total $ 1,374,835


	Amount
Remainder of 2021	$	261,579
2022	332,024
2023	321
2024	335
2025	349
Thereafter	1,007,865
Total	$	1,602,473

Our unsecured credit facility (the "Unsecured Credit Facility"), ~~the Unsecured~~our unsecured term loans (the "Unsecured Term ~~Loans (as defined~~Loans"), our senior notes issued in ~~Note 10), the~~ private placements ("Private Placement ~~Notes~~Notes") and the indentures governing our senior unsecured notes contain certain financial covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility and the Unsecured Term Loans an event of default can occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred which could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreements. We believe ~~that~~ the Operating Partnership and the Company were in compliance with all covenants relating to the Unsecured Credit Facility, the Unsecured Term Loans, the Private Placement Notes and the indentures governing our senior unsecured notes as of ~~September~~June 30, ~~2017. However,~~2021; however, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our lenders and noteholders in a manner that could impose and cause us to incur material costs.

Fair Value

At ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, the fair value of our indebtedness was as follows:


	June 30, 2021				December 31, 2020
	Carrying Amount (A)		Fair Value		Carrying Amount (A)		Fair Value
Mortgage Loans Payable, Net	$	83,902	$	86,609	$	144,214	$	148,770
Senior Unsecured Notes, Net	998,509		1,084,772		998,506		1,096,262
Unsecured Term Loans	460,000		460,916		460,000		458,207
Unsecured Credit Facility	60,000		60,065		0		0
Total	$	1,602,411	$	1,692,362	$	1,602,720	$	1,703,239

September 30, 2017 December 31, 2016

Carrying
Amount (A)

Fair
Value

Carrying
Amount (A)

Fair
Value
Mortgage Loans Payable, Net $ 454,584
$ 466,999
$ 498,861
$ 513,540
Senior Unsecured Notes, Net 303,466
325,580
205,318
222,469
Unsecured Term Loans 460,000
468,089
460,000
458,602
Unsecured Credit Facility 157,000
157,116
189,500
189,500
Total $ 1,375,050
$ 1,417,784
$ 1,353,679
$ 1,384,111
_______________

(A) The carrying amounts include unamortized premiums and discounts and exclude unamortized ~~deferred financing~~debt issuance costs.

The fair values of our mortgage loans payable were determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar remaining maturities. The current market rates we utilized were internally estimated. The fair value of the senior unsecured notes were determined by using rates, as advised by our bankers, that are based upon recent trades within the same series of the senior unsecured notes, recent trades for senior unsecured notes with comparable maturities, recent trades for fixed rate unsecured notes from companies with profiles similar to ours, as well as overall economic conditions. The fair value of the Unsecured ~~Credit Facility and the Unsecured~~ Term Loans was determined by discounting the future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining term, assuming no repayment until maturity. We have concluded that our determination of fair value for each of our mortgage loans payable, senior unsecured notes and the Unsecured Term Loans ~~and the Unsecured Credit Facility~~ was primarily based upon Level 3 inputs.

5. Variable Interest Entities

Other Real Estate Partnerships

The Other Real Estate Partnerships are variable interest entities ("VIEs") of the Operating Partnership and the Operating Partnership is the primary beneficiary, thus causing the Other Real Estate Partnerships to be consolidated by the Operating Partnership. In addition, the Operating Partnership is a VIE of the Company and the Company is the primary beneficiary.

The following table summarizes the assets and liabilities of the Other Real Estate Partnerships included in our consolidated balance sheets, net of intercompany amounts:


	June 30, 2021		December 31, 2020
ASSETS
Assets:
Net Investment in Real Estate	$	259,093	$	245,396


Operating Lease Right-of-Use Assets	13,130		13,173
Cash and Cash Equivalents	3,634		4,090

Deferred Rent Receivable	10,527		9,219
Prepaid Expenses and Other Assets, Net	9,266		8,077
Total Assets	$	295,650	$	279,955
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Mortgage Loans Payable, Net	$	2,487	$	6,292
Accounts Payable, Accrued Expenses and Other Liabilities	9,527		10,067
Operating Lease Liabilities	10,291		10,304
Rents Received in Advance and Security Deposits	3,730		4,130
Partners' Capital	269,615		249,162
Total Liabilities and Partners' Capital	$	295,650	$	279,955

Joint Ventures

Through a wholly-owned TRS of the Operating Partnership, we own a 49% interest in a joint venture ("Joint Venture I") and a 43% interest in another joint venture ("Joint Venture II", together with Joint Venture I, the "Joint Ventures"). The Joint Ventures were both formed for the purpose of developing, leasing, operating and selling land located in the Phoenix, Arizona metropolitan area. During the six months ended June 30, 2021, Joint Venture I sold its remaining acres of land and liquidated the venture.

Under the operating agreements for each of the Joint Ventures, we act as the managing member and are entitled to receive fees for providing management, leasing, development, construction supervision, disposition and asset management services. In addition, both of the Joint Ventures' operating agreements provide us the ability to earn incentive fees based on the ultimate financial performance of each of the Joint Ventures.

During the six months ended June 30, 2021 and 2020, we earned fees of $276 and $335, respectively, from the Joint Ventures related to asset management and development services we provided to the Joint Ventures, of which we deferred recognition of $47 and $148, respectively, due to our economic interest in the Joint Ventures. At June 30, 2021, we had an aggregate receivable from the Joint Ventures of $55.

Net income of the Joint Ventures for the six months ended June 30, 2021 and 2020 was $14,905 and $45, respectively. Included in net income during the six months ended June 30, 2021 is gain on sale of real estate of $15,028 related to the sale of 138 net developable acres of land for which our economic share of the gain on sale, inclusive of incentive fees, is $10,166. However, since the Company was the purchaser of the 138 net developable acres from Joint Venture I, we netted our portion of gain on sale and incentive fees against the basis of the land acquired.

September 30, 2017 December 31, 2016
ASSETS
Assets:
Net Investment in Real Estate $ 279,626
$ 278,398
Other Assets, Net 23,976
24,401
Total Assets $ 303,602
$ 302,799
LIABILITIES AND PARTNERS’ CAPITAL
Liabilities:
Mortgage Loans Payable, Net $ 61,586
$ 70,366
Other Liabilities, Net 9,602
9,138
Partners’ Capital 232,414
223,295
Total Liabilities and Partners’ Capital $ 303,602
$ 302,799

As part of our assessment of the appropriate accounting treatment for the Joint Ventures, we reviewed the operating agreements of each Joint Venture in order to determine our rights and the rights of our joint venture partners, including whether those rights are protective or participating. Each operating agreement contains certain protective rights, such as the requirement of both members' approvals to sell, finance or refinance the property and to pay capital expenditures and operating expenditures outside of the approved budget. Also, we and our Joint Venture partners jointly (i) approve the annual budget, (ii) approve certain expenditures, (iii) review and approve the Joint Venture's tax return before filing, and (iv) approve each lease at a developed property. We consider the latter rights substantive participation rights that result in shared, joint power over the activities that most significantly impact the performance of each Joint Venture. As such, we concluded to account for our investments in each Joint Venture under the equity method of accounting.

6. ~~Stockholders’~~ Equity of the Company and Partners' Capital of the Operating Partnership

~~Issuance of Shares of Common Stock~~

~~During the nine months ended September 30, 2017, the Company issued 2,560,000 shares~~Noncontrolling Interest of the ~~Company's common stock in an underwritten public offering. Proceeds to the~~ Company ~~net~~

The equity positions of ~~the underwriter's discount, were $74,880. The proceeds were~~various individuals and entities that contributed their properties to the Operating Partnership in exchange for ~~General~~Limited Partner Units, ~~and~~as well as the equity positions of the holders of Limited Partner Units issued in connection with the grant of restricted limited partner Units ("RLP Units") pursuant to the Company's stock incentive plan, are ~~reflected in~~collectively referred to as the ~~financial statements~~“Noncontrolling Interests.” An RLP Unit is a class of limited partnership interest of the Operating Partnership that is structured as a ~~general partner contribution.~~

~~Increased Authorized Shares of Common Stock~~

~~On May 11, 2017, we filed~~“profits interest” for U.S. federal income tax purposes and is an ~~amendment~~award that is granted under our stock incentive plan (see Note 9). Generally, RLP Units entitle the holder to receive distributions from the Operating Partnership that are equivalent to the ~~Company’s articles of incorporation, increasing~~dividends and distributions that would be made with respect to the number of shares of Common Stock underlying such RLP Units, though receipt of such distributions may be delayed or made contingent on vesting. Once an RLP Unit has vested and received allocations of book income sufficient to increase the ~~Company’s common stock authorized for issuance from 150 million~~book capital account balance associated with such RLP Unit (which will initially be zero) equal to, ~~225 million shares.~~

~~Noncontrolling Interest of~~on a per-unit basis, the ~~Company~~

~~The following table summarizes the changes in noncontrolling interest for the Company for the nine months ended September 30, 2017 and 2016:~~

2017 2016
Balance as of December 31 $ 43,184
$ 42,035
    Net Income 3,531
3,635
    Unit Distributions (2,544 ) (2,436 )
    Other Comprehensive Income 51
(449 )
    Conversion of Limited Partner Units to Common Stock (A) (39 ) (819 )
    Reallocation - Additional Paid-in-Capital 1,569
2,489
    Reallocation - Other Comprehensive Income 3
—
Balance as of September 30 $ 45,755
$ 44,455

~~(A) For the nine months ended September 30, 2017 and 2016, 3,437 and 76,674~~book capital account balance associated with a "common" Limited Partner Units, respectively, were converted into an equivalent number of shares of common stock of the Company, resulting in a reclassification of $39 and $819, respectively, of noncontrolling interest to the Company’s stockholders’ equity.

~~Noncontrolling Interest~~Unit of the Operating Partnership, it automatically becomes a common Limited Partner Unit that is convertible by the holder to one share of Common Stock or a cash equivalent, at the Company's option. Net income is allocated to the Noncontrolling Interests based on the weighted average ownership percentage during the period.

~~The following table summarizes~~Noncontrolling Interest - Joint Venture II

Our ownership interest in Joint Venture II is held through a partnership with a third party. We concluded that we hold the ~~changes~~power to direct the activities that most significantly impact the economic performance of the partnership. As a result, we consolidate the partnership and reflect the third party's interest in ~~noncontrolling interest for the Operating Partnership for the nine months ended September 30, 2017 and 2016:~~Joint Venture II as a Noncontrolling Interest.

2017 2016
Balance as of December 31 $ 956
$ 1,096
    Net Income 96
112
    Contributions 29
114
    Distributions (284 ) (264 )
Balance as of September 30 $ 797
$ 1,058

~~Dividends/Distributions~~

~~During the nine months ended September 30, 2017, we declared $77,923 common stock dividends and Unit distributions.~~

7. Accumulated Other Comprehensive ~~Loss~~Income

The following table summarizes the changes in accumulated other comprehensive ~~loss~~income by component for the Company and the Operating Partnership for the ~~nine~~six months ended ~~September~~June 30, ~~2017:~~2021:

Interest Rate Protection Agreements Accumulated Other Comprehensive Loss of the Operating Partnership Comprehensive Loss Attributable to Noncontrolling Interest of the Company Accumulated Other Comprehensive Loss of the Company
Balance as of December 31, 2016 $ (4,804 ) $ (4,804 ) $ 161
(4,643 )
Other Comprehensive Income Before Reclassifications (2,122 ) (2,122 ) (54 ) (2,176 )
Amounts Reclassified from Accumulated Other Comprehensive Loss 3,666
3,666
—
3,666
Net Current Period Other Comprehensive Income 1,544
1,544
(54 ) 1,490
Balance as of September 30, 2017 $ (3,260 ) $ (3,260 ) $ 107
$ (3,153 )


	Derivative Instruments		Accumulated Other Comprehensive Loss of the Operating Partnership		Comprehensive Loss Attributable to Noncontrolling Interest of the Company		Accumulated Other Comprehensive Loss of the Company
Balance as of December 31, 2020	$	(17,308)	$	(17,308)	$	355	$	(16,953)
Other Comprehensive Gain Before Reclassifications	3,593		3,593		(120)		3,473
Amounts Reclassified from Accumulated Other Comprehensive Loss	3,454		3,454		0		3,454
Net Current Period Other Comprehensive Gain	7,047		7,047		(120)		6,927
Balance as of June 30, 2021	$	(10,261)	$	(10,261)	$	235	$	(10,026)

The following table summarizes the reclassifications out of accumulated other comprehensive ~~loss~~income for both the Company and the Operating Partnership for the ~~nine~~three and six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016:~~2020:


	Amounts Reclassified from Accumulated Other Comprehensive Loss (Income)
Details about Accumulated Other Comprehensive Income Components	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Six Months Ended June 30, 2020		Affected Line Items in the Consolidated Statements of Operations
Derivative Instruments:
Amortization of Previously Settled Derivative Instruments	$	103	$	103	$	205	$	205	Interest Expense
Net Settlement Payments to our Counterparties	1,552		1,706		3,249		2,088		Interest Expense

Total	$	1,655	$	1,809	$	3,454	$	2,293

Amounts Reclassified from Accumulated
Other Comprehensive Loss

Details about Accumulated
Other Comprehensive Loss Components
Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Affected Line Items in the
Consolidated Statements of Operations
Interest Rate Protection Agreements:
Amortization of Interest Rate Protection Agreements (Previously Settled) $ 24
$ 96
$ 180
$ 294
Interest Expense
Settlement Payments to our Counterparties 912
1,774
3,486
5,425
Interest Expense
Total $ 936
$ 1,870
$ 3,666
$ 5,719

The ~~effective portion of~~ changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in other comprehensive income ~~(loss)~~ and is subsequently reclassified to earnings through interest expense over the life of the derivative or over the life of the debt. In the next 12 months, we expect to amortize approximately ~~$95~~$410 into net income by increasing interest expense for ~~interest rate protection agreements~~derivative instruments we settled in previous periods. Additionally, recurring settlement amounts on the ~~2014~~2015 Swaps and ~~2015~~the 2021 Swaps (as defined in Note 10) will also be reclassified to net income. ~~See Note 10 for more information about our derivatives.~~

8. Earnings Per Share and Earnings Per Unit ("EPS"/"EPU")

The computation of basic and diluted EPS of the Company is presented below:

Three Months Ended
September 30, 2017

Three Months Ended
September 30, 2016

Nine Months Ended
September 30, 2017

Nine Months Ended
September 30, 2016
Numerator:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities $ 43,198
$ 31,519
$ 103,469
$ 97,436
Net Income Allocable to Participating Securities (145 ) (110 ) (327 ) (329 )
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 43,053
$ 31,409
$ 103,142
$ 97,107
Denominator (In Thousands):
Weighted Average Shares - Basic 119,446
116,467
117,870
114,491
Effect of Dilutive Securities:
LTIP Unit Awards (As Defined in Note 9) 544
397
482
318
Weighted Average Shares - Diluted 119,990
116,864
118,352
114,809
Basic EPS:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.88
$ 0.85
Diluted EPS:

Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders $ 0.36
$ 0.27
$ 0.87
$ 0.85


	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
Numerator:
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities	$	51,936	$	35,669	$	114,134	$	76,303
Net Income Allocable to Participating Securities	(61)		(59)		(122)		(118)
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	51,875	$	35,610	$	114,012	$	76,185
Denominator (In Thousands):
Weighted Average Shares - Basic	129,098		127,074		129,093		127,004
Effect of Dilutive Securities:
Performance Units (See Note 9)	89		192		86		185
Weighted Average Shares - Diluted	129,187		127,266		129,179		127,189
Basic and Diluted EPS:
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders	$	0.40	$	0.28	$	0.88	$	0.60

The computation of basic and diluted EPU of the Operating Partnership is presented below:


	Three Months Ended June 30, 2021		Three Months Ended June 30, 2020		Six Months Ended June 30, 2021		Six Months Ended June 30, 2020
Numerator:
Net Income Available to Unitholders and Participating Securities	$	53,140	$	36,332	$	116,705	$	77,811
Net Income Allocable to Participating Securities	(155)		(125)		(315)		(249)
Net Income Available to Unitholders	$	52,985	$	36,207	$	116,390	$	77,562
Denominator (In Thousands):
Weighted Average Units - Basic	131,188		129,081		131,180		129,075
Effect of Dilutive Securities:
Performance Units and certain Performance RLP Units (See Note 9)	516		380		489		355
Weighted Average Units - Diluted	131,704		129,461		131,669		129,430
Basic EPU:
Net Income Available to Unitholders	$	0.40	$	0.28	$	0.89	$	0.60
Diluted EPU:
Net Income Available to Unitholders	$	0.40	$	0.28	$	0.88	$	0.60

Three Months Ended
September 30, 2017

Three Months Ended
September 30, 2016

Nine Months Ended
September 30, 2017

Nine Months Ended
September 30, 2016
Numerator:
Net Income Available to Unitholders and Participating Securities $ 44,613
$ 32,630
$ 106,904
$ 100,959
Net Income Allocable to Participating Securities (145 ) (110 ) (327 ) (328 )
Net Income Available to Unitholders $ 44,468
$ 32,520
$ 106,577
$ 100,631
Denominator (In Thousands):
Weighted Average Units - Basic 123,483
120,740
121,909
118,781
Effect of Dilutive Securities that Result in the Issuance of General Partner Units:
LTIP Unit Awards (As Defined in Note 9) 544
397
482
318
Weighted Average Units - Diluted 124,027
121,137
122,391
119,099
Basic EPU:
Net Income Available to Unitholders $ 0.36
$ 0.27
$ 0.87
$ 0.85
Diluted EPU:
Net Income Available to Unitholders $ 0.36
$ 0.27
$ 0.87
$ 0.84

~~Participating~~At June 30, 2021 and 2020, participating securities for the Company include ~~401,217~~147,937 and ~~406,855~~210,728, respectively, of ~~unvested restricted stock or restricted Unit awards outstanding at September~~Service Awards (see Note 9), which participate in non-forfeitable distributions. At June 30, ~~2017~~2021 and ~~2016,~~2020, participating securities for the Operating Partnership include 378,548 and 445,182, respectively, of Service Awards and certain Performance Awards (see Note 9), which participate in non-forfeitable distributions. Under the ~~two class~~two-class method, participating security holders are allocated income, in proportion to total weighted average shares or Units outstanding, based upon the greater of net income or common stock dividends or Unit distributions declared.

9. ~~Benefit Plans~~Long-Term Compensation

~~Restricted Stock or Restricted Unit~~ Awards with Performance Measures

~~For~~During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021, 58,568 performance units ("Performance Units") and 263,621 RLP Units ("Performance RLP Units" and, together with the ~~Company awarded 252,213 shares of restricted stock awards to certain employees, which had an aggregate fair value of $6,631 on~~Performance Units, collectively the ~~date such awards~~"Performance Awards") were approved by the Compensation Committee of the Board of Directors. These restricted stock awards were granted based upon the achievement of certain corporate performance goals and generally vest over a period of three years. Additionally, during the nine months ended September 30, 2017, the Company awarded 15,108 shares of restricted stock to non-employee members of the Board of Directors, which had an aggregate fair value of $420 on the date of approval. These restricted stock awards vest over a one-year period. The Operating Partnership issued restricted Unit awards to the Company in the same amount for both restricted stock awards.

Compensation expense is charged to earnings over the vesting periods for the restricted stock or restricted Unit awards expected to vest except if the recipient is not required to provide future service in exchange for vesting of such restricted stock or restricted Unit awards. If vesting of a recipient's restricted stock or restricted Unit awards is not contingent upon future service, the expense is recognized immediately at the date of grant. During both the nine months ended September 30, 2017 and 2016, we recognized $1,590 of compensation expense related to restricted stock or restricted Unit awards granted to our former Chief Executive Officer for which future service was not required.

~~LTIP Unit Awards~~

~~For the nine months ended September 30, 2017, the Company~~ granted to certain employees ~~195,951 Long-Term Incentive Program ("LTIP") performance units ("LTIP Unit Awards"),~~based on performance-based criteria, which had a fair value of ~~$2,473~~approximately $7,162 on the grant date as determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. ~~The LTIP Unit Awards vest~~A portion of each Performance Award vests based upon the ~~relative~~ total shareholder return ("TSR") of the Company's common stock compared to the ~~TSRs~~TSR of the ~~MSCI US REIT~~FTSE Nareit All Equity Index and the ~~NAREIT Industrial Index over a~~remainder vests based upon the TSR of the Company’s common stock compared to nine other peer industrial real estate companies. The performance period offor these Performance Awards is three years. Compensation expense is charged to earnings ~~on a straight-line basis~~ over the ~~performance period.~~applicable vesting period for the Performance Awards. At the end of the ~~performance~~measuring period, ~~each participant will be issued~~vested Performance Units convert into shares of common stock.

Service Based Awards

For the ~~Company's common~~six months ended June 30, 2021, 67,127 shares of restricted stock ~~equal~~units ("Service Units") and 51,525 RLP Units ("Service RLP Units" and together with the Service Units, collectively the "Service Awards") were granted to certain employees and outside directors based on service-based criteria, which had an aggregate fair value of approximately $5,195 on the ~~maximum shares issuable~~grant date. The Service Awards granted to employees generally vest ratably over three years based on continued employment. Service Awards granted to outside directors vest after one year. Compensation expense is charged to earnings over the ~~participant~~vesting periods for the ~~performance period multiplied by a percentage, ranging from 0% to 100%, based on~~Service Awards. At the ~~Company's TSR as compared to the TSRs~~end of the ~~MSCI US REIT Index~~service period, vested Service Units convert into shares of common stock.

Retirement Eligibility

Commencing January 1, 2020, all award agreements issued underlying Performance Awards and Service Awards contain a retirement benefit for employees with at least 10 years of continuous service and are at least 60 years old. For employees that meet the ~~NAREIT Industrial Index. The Operating Partnership issues General Partner Units~~age and service eligibility requirements, their awards are non-forfeitable. As such, during the six months ended June 30, 2021, we expensed 100% of the awards granted to retirement-eligible employees at the ~~Company in~~grant date as if fully vested. For employees who will meet the ~~same amounts for vested LTIP Unit Awards.~~age and service eligibility requirements during the normal vesting periods, the grants are amortized over the shorter service period.

Outstanding ~~Restricted Stock or Restricted Unit~~Performance Awards and ~~LTIP Unit~~Service Awards

We recognized ~~$1,844~~$3,451 and ~~$1,428~~$3,108 for the three months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, respectively, and ~~$6,767~~$7,064 and ~~$5,898~~$6,749 for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016~~2020, respectively, in ~~amortization~~compensation expense related to ~~restricted stock or restricted Unit awards~~the amortization of the Service Awards and ~~LTIP Unit~~the Performance Awards. ~~Restricted stock or restricted Unit award~~Service Award and ~~LTIP Unit~~Performance Award amortization capitalized in connection with development activities was ~~not significant.~~$507 and $330 for the three months ended June 30, 2021 and 2020, respectively, and $1,210 and $1,312 for the six months ended June 30, 2021 and 2020, respectively. At ~~September~~June 30, ~~2017,~~2021, we had ~~$9,629~~$17,776 in unrecognized compensation related to unvested ~~restricted stock or restricted Unit awards~~Service Awards and ~~LTIP Unit~~Performance Awards. The weighted average period that the unrecognized compensation is expected to be recognized is ~~0.94~~0.91 years.

10. Derivatives

Our objectives in using derivatives are to add stability to interest expense and to manage our cash flow volatility and exposure to interest rate movements. To accomplish ~~this objective,~~these objectives, we primarily use ~~interest rate protection agreements~~derivative instruments as part of our interest rate risk management strategy. ~~Interest rate protection agreements~~Derivative instruments designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

In connection with the origination of each Unsecured Term Loan (see Note 4), we entered into interest rate swaps to manage our exposure to changes in the one-month LIBOR rate. We have 6 interest rate swaps, with an aggregate notional value of $260,000, that fix the one-month LIBOR rate at a weighted average rate of 1.79% and mature on September 12, 2022 (the "2015 Swaps") and 3 interest rate swaps with an aggregate notional value of $200,000, that fix the one-month LIBOR rate at 0.99% that commenced February 1, 2021 and mature on February 2, 2026 (the "2021 Swaps"). We also had 4 interest rate swaps, with an aggregate notional value of $200,000, that fixed the one-month LIBOR rate at a weighted average rate of 2.29% and matured on January 29, 2021 (the "2014 Swaps"). We designated the 2014 Swaps, the 2015 Swaps and the 2021 Swaps as cash flow hedges.

Additionally, during the six months ended June 30, 2020, we entered into an interest rate swap to manage our exposure to changes in the one-month LIBOR rate related to our Unsecured Credit Facility (the "2020 Swap"). The 2020 Swap commenced April 1, 2020, matured on April 1, 2021, had a notional value of $150,000 and fixed the one-month LIBOR rate at 0.42%.

Our agreements with our derivative counterparties contain certain cross-default provisions ~~whereby a default on any of~~that may be triggered in the event that our other indebtedness ~~could cause us to be declared~~is in default, ~~on our derivative obligations~~ subject to certain thresholds. As of ~~September~~June 30, ~~2017,~~2021, we had not posted any collateral related to these agreements and were not in breach of any of the provisions of these agreements. If we had breached these agreements, we could have been required to settle our obligations under the agreements at their termination value.

~~Fair Value Hedges~~

In connection with the originations of the seven-year, $200,000 unsecured loan (the "2014 Unsecured Term Loan") and the seven-year, $260,000 unsecured loan (the "2015 Unsecured Term Loan" and together with the 2014 Unsecured Term Loan, the "Unsecured Term Loans") (See Note 4) , we entered into interest rate protection agreements to manage our exposure to changes in the one month LIBOR rate. The four interest rate protection agreements, which fix the variable rate of the 2014 Unsecured Term Loan, have an aggregate notional value of $200,000, mature on January 29, 2021 and fix the LIBOR rate at a weighted average rate of 2.29% (the "2014 Swaps"). The six interest rate protection agreements, which fix the variable rate of the 2015 Unsecured Term Loan, have an aggregate notional value of $260,000, mature on September 12, 2022 and fix the LIBOR rate at a weighted average rate of 1.79% (the "2015 Swaps"). We designated the 2014 Swaps and 2015 Swaps as cash flow hedges.

~~Derivative Instruments Not Designated for Hedge Accounting Treatment~~

In September 2017, we entered into two interest rate protection agreements (the "Treasury Locks"), with an aggregate notional value of $100,000, in order to fix the interest rate on an anticipated unsecured debt offering. The Treasury Locks fix the ten year U.S. Treasury rate at a weighted average rate of approximately 2.18% and are required to be cash settled by March 2, 2018. Due to the strict requirements surrounding the application of hedge accounting, we elected not to designate the Treasury Locks as hedges. As such, the full change in the fair value of the Treasury Locks during the third quarter is recorded as a mark-to-market gain on interest rate protection agreements within the income statement as opposed to being recorded in other comprehensive income. For the three months ended September 30, 2017, we recognized $1,848 in mark-to-market gain on interest rate protection agreements related to the Treasury Locks.

The following table sets forth our financial ~~assets and~~ liabilities related to the 2014 Swaps, the 2015 Swaps, the 2020 Swap and the ~~Treasury Locks, which are included in prepaid expenses and other assets on the consolidated balance sheets, and the 2014~~2021 Swaps which are included in ~~accounts payable, accrued expenses~~the line items Accounts Payable, Accrued Expenses and ~~other liabilities on the consolidated balance sheets,~~Other Liabilities and ~~all of which~~ are accounted for at fair value on a recurring basis as of ~~September~~June 30, ~~2017:~~2021 and December 31, 2020:


				Fair Value Measurements at Reporting Date Using:								Fair Value Measurements:
Description	Fair Value			Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)			Unobservable Inputs (Level 3)	Description	Fair Value at June 30, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Derivatives designated as a hedging instrument:									Derivatives designated as a hedging instrument:
Assets:

Liabilities:									Liabilities:
2015 Swaps	$	1,174		—	$	1,174		—	2015 Swaps	$	(5,167)	0	$	(5,167)	0
2021 Swaps									2021 Swaps	$	(1,885)	0	$	(1,885)	0

										Fair Value at December 31, 2020
Derivatives designated as a hedging instrument:									Derivatives designated as a hedging instrument:
Liabilities:									Liabilities:
2014 Swaps	$	(3,405	)	—	$	(3,405	)	—	2014 Swaps	$	(333)	0	$	(333)	0

2015 Swaps									2015 Swaps	$	(7,317)	0	$	(7,317)	0
2021 Swaps									2021 Swaps	$	(6,244)	0	$	(6,244)	0
Derivatives not designated as a hedging instrument:									Derivatives not designated as a hedging instrument:
Assets:
Treasury Locks	$	1,848		—	$	1,848		—
Liabilities:									Liabilities:
2020 Swap									2020 Swap	$	(106)	0	$	(106)	0

There was no ineffectiveness recorded on the 2014 Swaps, ~~and~~ 2015 Swaps or the 2021 Swaps during the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2021. See Note 7 for more information regarding our derivatives.

The estimated fair value of the 2014 Swaps, the 2015 Swaps, the 2020 Swap and the ~~Treasury Locks~~2021 Swaps was determined using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments are incorporated in the fair value to account for potential non-performance risk, including our own non-performance risk and the respective ~~counterparty’s~~counterparty's non-performance risk. We determined that the significant inputs used to value the 2014 Swaps, the 2015 Swaps, the 2020 Swap and the ~~Treasury Locks~~2021 Swaps fell within Level 2 of the fair value hierarchy.

11. Related Party Transactions

At ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, the Operating Partnership had receivable balances of ~~$10,194~~$9,362 and ~~$10,448,~~$9,380, respectively, from a direct wholly-owned subsidiary of the Company.

Additionally, see Note 5 for transactions with our joint ventures.

12. Commitments and Contingencies

In the normal course of business, we are involved in legal actions arising from the ownership of our industrial properties. In our opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a materially adverse effect on our consolidated financial position, operations or liquidity.

In conjunction with the development of industrial properties, we have entered into agreements with general contractors for the construction of industrial properties. At ~~September~~June 30, ~~2017,~~2021, we had ~~nine~~13 industrial properties totaling approximately ~~2.7~~5.0 million square feet of GLA under construction. The estimated total investment as of ~~September~~June 30, ~~2017~~2021 is approximately ~~$192,600.~~$500,900. Of this amount, approximately ~~$120,900~~$300,500 remains to be funded. There can be no assurance that the actual completion cost will not exceed the estimated total investment.

During the year ended December 31, 2016, a fire significantly destroyed one industrial property totaling approximately 0.03 million square feet of GLA located in San Diego, California (the “2016 Fire”). In a separate event, on April 3, 2017, a fire caused significant damage to one industrial property totaling approximately 0.08 million square feet of GLA located in Los Angeles, California (the “2017 Fire”). During the respective periods in which the fires occurred, we wrote off the unamortized net book value of the building improvements for the damaged portions of the industrial properties and recorded a receivable from our insurance company for the amount of the write off, less our $25 deductible per occurrence. As of September 30, 2017, we have an aggregate receivable outstanding from the insurance company for both the 2016 Fire and the 2017 Fire of $8,830. While we believe the damages incurred due to the 2016 Fire and 2017 Fire are fully insured and reimbursable in accordance with our insurance policies, subject to the deductibles, there can be no assurance that the cost to repair the damages will be collected.

13. Subsequent Events

From ~~October~~July 1, ~~2017~~2021 to ~~October 26, 2017, we sold nine industrial properties for approximately $54,075.~~

~~From October 1, 2017 to October 26, 2017,~~July 23, 2021, we acquired ~~one industrial property~~1 land parcel for a purchase price of ~~approximately $8,235,~~$26,565, excluding ~~costs~~transaction costs.

On July 7, 2021, we amended and ~~credits incurred in conjunction with~~restated our Unsecured Credit Facility to, among other things, extend the ~~acquisition~~maturity date and increase the borrowing capacity thereunder to $750,000 (as amended and restated, the "New Credit Facility"). The New Credit Facility provides for interest-only payments initially at LIBOR plus 77.5 basis points and a facility fee of 15 basis points. The interest rate and facility fee are each subject to adjustment based on our leverage and investment grade rating. The New Credit Facility matures on July 7, 2025, unless extended at our option pursuant to two six-month extension options, subject to certain conditions. We may request the ~~property.~~borrowing capacity under the New Credit Facility to be increased to $1,000,000, subject to certain restrictions.

Also on July 7, 2021, we amended and restated our 2020 Unsecured Term Loan to, among other things, extend the maturity date of this $200,000 unsecured term loan (as amended and restated, the "2021 Unsecured Term Loan"). The 2021 Unsecured Term Loan provides for interest-only payments initially at LIBOR plus 85 basis points. The interest rate is subject to adjustment based on our leverage and investment grade rating. The 2021 Unsecured Term Loan matures on July 7, 2026. We may request the borrowing capacity under the 2021 Unsecured Term Loan to be increased to $460,000, subject to certain restrictions.



Item 2.			~~Management’s~~Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q. Unless stated otherwise or the context otherwise requires, the terms "we," "our" and "us" refer to First Industrial Realty Trust, Inc. (the "Company") and its subsidiaries, including First Industrial, L.P. (the "Operating Partnership") and its consolidated subsidiaries.

Forward-Looking Statements

The following discussion may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). We intend for such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on certain assumptions and describe our future plans, strategies and expectations, and are generally identifiable by use of the words "believe," "expect," "plan," "intend," "anticipate," "estimate," "project," "seek," "target," "potential," "focus," "may," "will," "should" or similar words. Although we believe the expectations reflected in forward-looking statements are based upon reasonable assumptions, we can give no assurance that our expectations will be attained or that results will not materially differ.

Factors which could have a materially adverse effect on our operations and future prospects include, but are not limited to:

•changes in national, international, regional and local economic conditions generally and real estate markets specifically;

•changes in legislation/regulation (including changes to laws governing the taxation of real estate investment trusts) and actions of regulatory authorities;

•our ability to qualify and maintain our status as a real estate investment trust;

•the availability and attractiveness of financing (including both public and private capital) and changes in interest rates;

•the availability and attractiveness of terms of additional debt repurchases;

~~changes in~~•our ability to retain our credit agency ratings;

•our ability to comply with applicable financial covenants;

•our competitive environment;

•changes in supply, demand and valuation of industrial properties and land in our current and potential market areas;

~~difficulties in identifying and consummating acquisitions and dispositions;~~•our ability to identify, acquire, develop and/or manage properties on favorable terms;

•our ability to dispose of properties on favorable terms;

•our ability to manage the integration of properties we acquire;

•potential liability relating to environmental matters;

•defaults on or non-renewal of leases by our tenants;

•decreased rental rates or increased vacancy rates;

•higher-than-expected real estate construction costs and delays in development or lease-up schedules;

~~changes~~•the uncertainty and economic impact of pandemics, epidemics or other public health emergencies or fear of such events, such as the recent outbreak of COVID-19;

•potential natural disasters and other potentially catastrophic events such as acts of war and/or terrorism;

•litigation, including costs associated with prosecuting or defending claims and any adverse outcomes;

•risks associated with our investments in ~~general accounting principles, policies~~joint ventures, including our lack of sole decision-making authority; and ~~guidelines applicable to real estate investment trusts; and~~

•other risks and uncertainties described in this report, in Item 1A, "Risk Factors" and elsewhere in our annual report on Form 10-K for the year ended December 31, ~~2016~~2020 as well as those risks and uncertainties discussed from time to time in our other Exchange Act reports and in our other public filings with the Securities and Exchange Commission (the ~~“SEC”~~"SEC").

We caution you not to place undue reliance on forward-looking statements, which reflect our outlook only and speak only as of the date of this report. We assume no obligation to update or supplement forward-looking statements.

General

The Company is a self-administered and fully integrated real estate company which owns, manages, acquires, sells, develops and redevelops industrial real estate. The Company is a Maryland corporation organized on August 10, 1993 and a real estate investment trust ("REIT") as defined in the Internal Revenue Code of 1986 (the "Code"). As of June 30, 2021, we owned 427 industrial properties located in 20 states, containing an aggregate of approximately 61.8 million square feet of gross leasable area ("GLA").Of the 427 properties owned on a consolidated basis, none of them are directly owned by the Company.

We began operations on July 1, 1994. The Company's operations are conducted primarily through the Operating Partnership, of which the Company is the sole general partner (the "General Partner"), with an approximate ~~96.7%~~97.7% ownership interest ("General Partner Units") at ~~September~~June 30, ~~2017.~~2021. The Operating Partnership also conducts operations through ~~eight~~several other limited partnerships (the "Other Real Estate Partnerships"), numerous limited liability companies ("LLCs") and certain taxable REIT subsidiaries ("TRSs"), the operating data of which, together with that of the Operating Partnership, is consolidated with that of the Company as presented herein. The Operating Partnership holds at least a 99% limited partnership interest in each of the Other Real Estate Partnerships. The general partners of the Other Real Estate Partnerships are separate corporations, wholly-owned by the Company, each with at least a .01% general partnership interest in the Other Real Estate Partnerships. The Company does not have any significant assets or liabilities other than its investment in the Operating Partnership and its 100% ownership interest in the general partners of the Other Real Estate Partnerships. ~~Noncontrolling~~The noncontrolling interest in the Operating Partnership of approximately ~~3.3%~~2.3% at ~~September~~June 30, ~~2017~~2021 represents the aggregate partnership interest held by the limited partners thereof ("Limited Partner Units" and together with the General Partner Units, the "Units").

~~Profits, losses~~We also own equity interests in, and ~~distributions~~provide various services to, two joint ventures (the "Joint Ventures"), each through a wholly-owned TRS of the Operating Partnership. The Joint Ventures are each accounted for under the equity method of accounting. The operating data of the Joint Ventures is not consolidated with that of the Operating Partnership ~~the LLCs, the Other Real Estate Partnerships and the TRSs are allocated to the general partner and the limited partners, the members~~ or the ~~shareholders,~~Company as ~~applicable, of such entities in accordance with the provisions contained within their respective organizational documents.~~

~~As of September 30, 2017, we owned 516 industrial properties located in 22 states, containing an aggregate of approximately 62.8 million square feet of gross leasable area ("GLA").Of the 516 properties owned on a consolidated basis, none of them are directly owned by the Company.~~presented herein.

Available Information

We maintain a website at www.firstindustrial.com. Information on this website shall not constitute part of this Form 10-Q. Copies of our respective annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports are available without charge on our website as soon as reasonably practicable after such reports are filed with or furnished to the SEC. You may also read and copy any document filed at the public reference facilities of the SEC at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at (800) SEC-0330 for further information about the public reference facilities. These documents also may be accessed through the ~~SEC’s~~SEC's Interactive Data Electronic Application via the SEC's home page on the Internet (www.sec.gov). In addition, the Company's Corporate Governance Guidelines, Code of Business Conduct and Ethics, Audit Committee Charter, Compensation Committee Charter and Nominating/Corporate Governance Committee Charter, along with supplemental financial and operating information prepared by us, are all available without charge on the Company's website or upon request to the Company. Amendments to, or waivers from, our Code of Business Conduct and Ethics that apply to our executive officers or directors will also be posted to our website. We also post or otherwise make available on our website from time to time other information that may be of interest to our investors. Please direct requests as follows:

First Industrial Realty Trust, Inc.

~~311 S.~~1 N. Wacker Drive, Suite ~~3900~~4200

Chicago, IL 60606

Attention: Investor Relations

Management's Overview

Business Objectives and Growth Plans

Our fundamental business objective is to maximize the total return to the Company's stockholders and the Operating Partnership's partners through an increase in cash flows and increases in the value of our properties and operations. Our long-term business growth plans include the following elements:

•Internal Growth.We seek to grow internally by (i) increasing revenues by renewing or re-leasing spaces subject to expiring leases at higher rental levels; (ii) contractual rent escalations on our long-term leases; (iii) increasing occupancy levels at properties where vacancies exist and maintaining occupancy elsewhere; (iv) controlling and minimizing property operating expenses, general and administrative expenses and releasing costs; and (v) renovating existing properties.

•External Growth. We seek to grow externally through (i) the development of best-in-class industrial properties; (ii) the acquisition of portfolios of industrial properties or individual properties which meet our investment parameters within our 15 target logistics markets; (iii) the expansion of our properties; and (iv) possible additional joint venture investments.

•Portfolio Enhancement. We continually seek to upgrade our overall portfolio via new investments as well as through the sale of select assets that we believe do not exhibit favorable characteristics for long-term cash flow growth. We target new investments located in 15 logistics markets where land is more scarce. We seek to refine our portfolio over the coming years by focusing on bulk and regional warehouses properties and downsizing our percentage of light industrial and R&D/flex buildings.

Our ability to pursue our long-term growth plans is affected by market conditions and our financial condition and ~~results of operations are, primarily, a function~~operating capabilities.

Business Strategies

We utilize the following strategies in connection with the operation of our ~~performance~~business:

•Organizational Strategy. We implement our decentralized property operations strategy through the deployment of experienced regional management teams and local property managers. We provide acquisition, development and financing assistance, asset management oversight and financial reporting functions from our headquarters in ~~four~~Chicago, Illinois to support our regional operations. We believe the size of our portfolio enables us to realize operating efficiencies by spreading overhead among many properties and by negotiating purchasing discounts.

•Market Strategy. Our market strategy is to concentrate on the top 15 industrial real estate markets in the United States. These markets have one or more of the following characteristics: (i) favorable industrial real estate fundamentals, including improving industrial demand and constrained supply that can lead to long-term rent growth; (ii) favorable economic and business environments that should benefit from increases in distribution activity driven by growth in global trade and local consumption; (iii) population growth as it generally drives industrial demand; (iv) natural barriers to entry and scarcity of land which are key ~~areas:~~elements in delivering future rent growth; and (v) sufficient size to provide ample opportunity for growth through incremental investments as well as offer asset liquidity.

•Leasing and Marketing Strategy. We have an operational management strategy designed to enhance tenant satisfaction and portfolio performance. We pursue an active leasing strategy, which includes broadly marketing available space, seeking to renew existing leases at higher rents per square foot and seeking leases which provide for the pass-through of property-related expenses to the tenant. We also have local and national marketing programs which focus on the business and real estate brokerage communities and multi-national tenants.

•Acquisition/Development Strategy. Our investment strategy is primarily focused on developing and acquiring industrial properties ~~acquisition~~in the top 15 key logistics markets with a coastal orientation in the United States through the deployment of experienced regional management teams. When evaluating potential industrial property acquisitions and ~~development~~developments, we consider such factors as: (i) the geographic area and type of ~~additional industrial~~property; (ii) the location, construction quality, condition and design of the property; (iii) the terms of tenant leases, including the potential for rent increases; (iv) the potential for economic growth and the general business, tax and regulatory environment of the area in which the property is located; (v) the occupancy and demand by tenants for properties ~~disposition~~ of ~~industrial~~a similar type in the vicinity; (vi) competition from existing properties and ~~access~~the potential for the construction of new properties in the area; (vii) the potential for capital appreciation of the property; (viii) the ability to ~~external capital.~~improve

the property's performance through renovation; and (ix) the potential for expansion of the physical layout of the property and/or the number of sites.

•Disposition Strategy.We ~~generate revenue primarily from rental income~~continually evaluate local market conditions and ~~tenant recoveries from operating leases~~property-related factors in all of our ~~industrial properties. Such revenue is offset by certain property specific operating expenses, such as real estate taxes, repairs~~markets for purposes of identifying assets suitable for disposition. We look to sell assets we believe have lower rent growth potential and maintenance, property management, utilities and insurance expenses, along with certain other costs and expenses, such as depreciation and amortization costs and general and administrative and interest expenses. Our revenueredeploy the capital into assets we believe have higher rent growth ~~is dependent,~~potential in part, on our ability to: (i) increase rental income, through increasing either or both occupancy rates and rental rates at our properties; (ii) maximize tenant recoveries; and (iii) minimize operating and certain other expenses. Revenues generated from rental income and tenant recoveries are a significant source of funds, in addition to income generated from gains on the sale of our properties (as discussed below), for our liquidity. The leasing of property, in general, and occupancy rates, rental rates, operating expenses and certain non-operating expenses, in particular, are impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The leasing of property also entails various risks, including the risk of tenant default. If we were unable to maintain or increase occupancy rates and rental rates at our properties or to maintain tenant recoveries and operating and certain other expenses consistent with historical levels and proportions, our revenue would decline. Further, if a significant number of our tenants were unable to pay rent (including tenant recoveries) or if we were unable to rent our properties on favorable terms, our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units would be adversely affected.

~~Our revenue growth is also dependent, in part, on our ability to acquire existing, and develop new industrial properties on favorable terms.~~key logistics markets. We ~~seek to identify opportunities to acquire existing industrial properties on favorable terms, and, when conditions permit,~~ also seek to acquire and develop new industrial properties on favorable terms. Existing properties, as they are acquired, and acquired and developed properties, as they are leased, generate revenue from rental income, tenant recoveries and fees, which, as discussed above, are sources of funds forreduce our distributions to our stockholders and Unitholders. The acquisition and development of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The acquisition and development of properties also entails various risks, including the risk that our investments may not perform as expected. For example, acquired existing and acquired and developed new properties may not sustain and/or achieve anticipated occupancy and rental rate levels. With respect to acquired and developed new properties, we may not be able to complete construction on schedule or within budget, resulting in increased debt service expense and construction costs and delays in leasing the properties. Also, we face significant competition for attractive acquisition and development opportunities from other well-capitalized real estate investors, including publicly-traded REITs and private investors. Further, as discussed below, we may not be able to finance the acquisition and development opportunities we identify. If we were unable to acquire and develop sufficient additional properties on favorable terms, or if such investments did not perform as expected, our revenue growth would be limited and our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units would be adversely affected.

~~We also generate income from the sale~~percentage of our ~~properties (including existing buildings, buildings which we have developed or re-developed on a merchant basis~~holdings of light industrial and ~~land). The gain or loss on,~~R&D/flex assets over time.

•Financing Strategy. To finance acquisitions, developments and fees from, the sale of such properties are included in our income and can be a significant source of funds, in addition to revenues generated from rental income and tenant recoveries. Proceeds from sales are used to repay outstanding debt ~~and,~~maturities, as market conditions ~~permitting,~~permit, we may be used to fund the acquisition of existing industrial properties, and the acquisition and development of new industrial properties. The sale of properties is impacted, variously, by property specific, market specific, general economic and other conditions, many of which are beyond our control. The sale of properties also entails various risks, including competition from other sellers and the availability of attractive financing for potential buyers of our properties. Further, our ability to sell properties is limited by safe harbor rules applying to REITs under the Code which relate to the number of properties that may be disposed of in a year, their tax bases and the cost of improvements made to the properties, along with other tests which enable a REIT to avoid punitive taxation on the sale of assets. If we are unable to sell properties on favorable terms, our income growth would be limited and our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.

We utilize a portion of ~~the net sales~~ proceeds from property sales, unsecured debt offerings, term loans, mortgage financings and borrowings under our $725.0 million unsecured revolving credit ~~facility~~agreement (the "Unsecured Credit Facility") (See Subsequent Events), and proceeds from the issuance, when and as warranted, of additional ~~debt and~~ equity ~~securities~~securities. We also evaluate joint venture arrangements as additional sources of capital to ~~refinance debt and~~ finance ~~future~~ acquisitions and developments. ~~Access~~

Summary of the Six Months Ended June 30, 2021

Despite the COVID-19 pandemic, our operating results remained strong in the first half of 2021. Our quarter end in-service occupancy was 96.6%, which is a 90 basis point increase compared to ~~external capital~~our in-service occupancy at December 31, 2020, and during the six months ended June 30, 2021, we grew cash rental rates by 13.3% on ~~favorable terms plays a key role~~new and renewal leases (15.7% during the second quarter). After resuming speculative development in the fourth quarter of 2020, we started seven additional speculative buildings and one build-to-suit building comprising, in the aggregate, 4.1 million square feet of GLA in the first six months of 2021. We continued to position ourselves for future development activity by acquiring land located in our target markets. On July 7, 2021, we amended and restated our Unsecured Line of Credit that was scheduled to mature in October 2021 to, among other things, extend the maturity date to July 7, 2025 and increase our borrowing capacity thereunder to $750.0 million and we also amended and restated our $200.0 million unsecured term loan that was maturing in July 2021 to, among other things, extend the maturity date to July 7, 2026. The credit spreads on our new $750.0 million revolving line of credit and $200.0 million unsecured term loan are now 32.5 basis points and 65 basis points, respectively, less than each prior facility. Although the impact of COVID-19 pandemic has had an overall minimal impact on us in 2020 and so far in 2021, we cannot predict the future impact it may have on our business, future financial condition and results of operations, as it impacts our cost of capital and our ability and cost to refinance existing indebtedness as it matures and our ability to fund acquisitions and developments. Our ability to access external capital on favorable terms is dependent on various factors, including general market conditions, interest rates, credit ratings on our debt, the market’s perception of our growth potential, our current and potential future earnings and cash distributions and the market price of the Company's common stock. If we were unable to access external capital on favorable terms, our financial condition, results of operations, cash flow and ability to make distributions to our stockholders and Unitholders, the market price of the Company's common stock and the market value of the Units could be adversely affected.

~~Summary of Significant Transactions During the Nine Months Ended September 30, 2017~~operating results.

During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021, we completed the following significant real estate ~~transactions and financing~~ activities:

•We acquired ~~six~~three industrial properties comprised of approximately ~~0.9~~0.2 million square feet of GLA located in the Central Florida, Denver and Northern California markets for an aggregate purchase price of $30.7 million, excluding transactions costs.

•We acquired approximately 320.6 acres of land for development located in the Central Pennsylvania, Inland Empire, Northern California, Philadelphia and Phoenix markets, for an aggregate purchase price of $116.5 million, excluding transaction costs.

•We commenced speculative development of seven industrial buildings and one build-to-suit facility totaling 4.1 million square feet of GLA in our Central Pennsylvania, Dallas, Denver, Inland Empire, Nashville and Phoenix markets.

•We sold six industrial properties and three industrial condominium units comprising approximately 1.5 million square feet of GLA and ~~several~~one land ~~parcels~~parcel for ~~an aggregate purchase price of approximately $159.0 million, excluding costs incurred in conjunction with the acquisition.~~

~~We sold 30 industrial properties comprised of approximately 1.9 million square feet of GLA for total~~ gross sales proceeds of ~~approximately $99.3~~$104.4 million.

~~We issued ten-year, $125.0~~•One of the Joint Ventures sold its remaining 138 acres (for which the Company was the purchaser and such land purchase is included above) for a sale price of $31.7 million. Additionally, we netted our share of gain on sale and incentive fees of $10.2 million ~~private placement notes at a rate~~against the basis of ~~4.30% and twelve-year, $75.0 million private placement notes at a rate of 4.40%.~~the land.

Our significant financing activities during the six months ended June 30, 2021 were:

•We paid off ~~and retired our 2017 II Notes, at maturity, in the amount of $101.9 million as well as $36.1~~$57.9 million in mortgage loans ~~payable.~~payable, bringing the percentage of our real estate that is unencumbered to 95.5% at June 30, 2021.

•We declared a first ~~second~~ and ~~third~~second quarter cash ~~dividend~~dividends of ~~$0.21~~$0.27 per common share or Unit per quarter, an increase of ~~10.5%~~8.0% from the ~~2016~~2020 quarterly rate.

~~We issued 2,560,000 shares of the Company's common stock in an underwritten public offering. Proceeds to the Company, net of the underwriter's discount, were $74.9~~•At June 30, 2021, we have $660.9 million available for additional borrowings under our Unsecured Credit Facility and cash and cash equivalents was $55.6 million.

Results of Operations

The tables below summarize our revenues, property expenses and depreciation and other amortization by various categories for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016.~~2020. Same store properties are properties owned prior to January 1, ~~2016~~2020 and held as an in-service property through ~~September~~June 30, ~~2017~~2021 and developments and redevelopments that were placed in service prior to January 1, ~~2016 or were substantially completed for the 12 months prior to January 1, 2016.~~2020. Properties which are at least 75% occupied at acquisition are placed in ~~service.~~service, unless we anticipate tenant move-outs within two years of ownership would drop occupancy below 75%. Acquisitions that are less than 75% occupied at the date of acquisition and developments and redevelopments are placed in service as they reach the earlier of a) stabilized occupancy ~~(generally defined~~(defined as 90% occupied), or b) one year subsequent to acquisition or development/redevelopment construction completion. Acquired properties with occupancy greater than 75% at acquisition, but with tenants that we anticipate will move out ~~in the first year~~within two years of ownership, will be placed in service upon the earlier of reaching 90% occupancy or twelve months after move out. Properties are moved from the same store classification to the redevelopment classification when capital expenditures for a project are estimated to exceed 25% of the undepreciated gross book value of the property. Acquired properties are properties that were acquired subsequent to December 31, ~~2015~~2019 and held as an operating property through ~~September~~June 30, ~~2017.~~2021. Sold properties are properties that were sold subsequent to December 31, ~~2015. (Re)~~2019. Developments ~~include developments~~ and redevelopments (collectively referred to as "(Re)Developments") include (re)developments that were not: a) substantially complete 12 months prior to January 1, ~~2016;~~2020; or b) stabilized prior to January 1, ~~2016.~~2020. Other revenues are derived from the operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company and other miscellaneous revenues. Other property expenses are derived from the operations of properties not placed in service under one of the categories discussed above, the operations of our maintenance company, vacant land expenses and other miscellaneous regional expenses.

Our future financial condition and results of operations, including rental revenues, may be impacted by the future acquisition, (re)development and sale of properties. Our future revenues and expenses may vary materially from historical rates.

Comparison of ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2021 to ~~Nine~~Six Months Ended ~~September~~June 30, ~~2016~~2020

Our net income was ~~$107.0~~$116.7 million and ~~$101.1~~$78.0 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, respectively.

For the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, the average daily occupancy ~~rates~~rate of our same store properties ~~were 96.1%~~was 95.9% and ~~96.4%~~96.9%, respectively.


	Six Months Ended June 30,
	2021		2020		$ Change		% Change
	($ in 000's)
REVENUES
Same Store Properties	$	211,270	$	201,092	$	10,178	5.1	%
Acquired Properties	6,598		496		6,102		1,230.2	%
Sold Properties	2,351		12,177		(9,826)		(80.7)	%
(Re)Developments	10,974		3,318		7,656		230.7	%
Other	2,464		2,462		2		0.1	%


Total Revenues	$	233,657	$	219,545	$	14,112	6.4	%

Nine Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
REVENUES
Same Store Properties $ 263,974
$ 256,431
$ 7,543
2.9 %
Acquired Properties 5,460
1,423
4,037
283.7 %
Sold Properties 3,605
15,143
(11,538 ) (76.2 )%
(Re) Developments 18,684
5,309
13,375
251.9 %
Other 2,549
1,738
811
46.7 %
Total Revenues $ 294,272
$ 280,044
$ 14,228
5.1 %

Revenues from same store properties increased ~~$7.5~~$10.2 million primarily due to an increase in rental rates and tenant recoveries ~~slightly~~and a decrease in reserves taken on receivable amounts, offset by a decrease in ~~occupancy.~~occupancy and final insurance settlement proceeds of $1.1 million received and recorded in 2020 as revenue related to a property that was destroyed by fire in 2016. Revenues from acquired ~~propertie~~sproperties increased ~~$4.0 million~~$6.1 million due to the 1211 industrial properties acquired subsequent to December 31, ~~2015~~2019 totaling approximately ~~1.6~~1.7 million square feet of GLA. Revenues from sold properties decreased ~~$11.5~~$9.8 million due to the 9335 industrial properties sold subsequent to December 31, ~~2015~~2019 totaling approximately ~~5.8~~3.4 million square feet of ~~GLA.~~GLA as well as a lease we reclassified from an operating lease to a sales-type lease in 2019, for which the sale of such property subsequently closed in 2020. Revenues from ~~(re) developments~~(Re)Developments increased ~~$13.4~~$7.7 million due to an increase in occupancy. ~~Other revenues increased $0.8~~ ~~million primarily due to an increase in occupancy related to two properties acquired in 2015 and placed in service during 2016.~~Revenues from other remained relatively unchanged.


	Six Months Ended June 30,
	2021		2020		$ Change		% Change
	($ in 000's)
PROPERTY EXPENSES
Same Store Properties	$	55,434	$	48,232	$	7,202	14.9	%
Acquired Properties	1,302		120		1,182		985.0	%
Sold Properties	220		2,743		(2,523)		(92.0)	%
(Re)Developments	3,235		1,577		1,658		105.1	%
Other	4,799		4,460		339		7.6	%


Total Property Expenses	$	64,990	$	57,132	$	7,858	13.8	%

Nine Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
PROPERTY EXPENSES
Same Store Properties $ 70,269
$ 68,145
$ 2,124
3.1 %
Acquired Properties 1,442
283
1,159
409.5 %
Sold Properties 1,578
5,937
(4,359 ) (73.4 )%
(Re) Developments 4,003
1,515
2,488
164.2 %
Other 6,543
6,901
(358 ) (5.2 )%
Total Property Expenses $ 83,835
$ 82,781
$ 1,054
1.3 %

Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties increased ~~$2.1~~$7.2 million primarily due to an increase in real estate tax ~~expense.~~expense and snow removal costs. Property expenses from acquired ~~properties~~properties increased $1.2 million due to properties acquired subsequent to December 31, ~~2015.~~2019. Property expenses from sold ~~properties~~properties (including expenses related to the lease reclassified as a sales-type lease) decreased ~~$4.4~~$2.5 million due to properties sold subsequent to December 31, ~~2015.~~2019. Property expenses from ~~(re)developments~~(Re)Developments increased ~~$2.5~~$1.7 million primarily due to the substantial completion of developments. ~~Other property~~Property expenses ~~decreased $0.4 million due to a decrease in certain miscellaneous expenses.~~from other remained relatively unchanged.

General and administrative expense ~~increased $1.2~~decreased by $0.5 million, or ~~6.1%~~2.6%, primarily due to ~~an increase in incentive compensation expense slightly offset by a decrease in professional services expense.~~

~~As discussed in Note 2 to~~severance and regional wind-up expenses associated with the ~~Consolidated Financial Statements, we adopted a new accounting standard relating to~~closing of our Indianapolis office during the definition of a business on January 1, 2017. We anticipate that our acquisitions of real estate in the future generally will not meet the definition of a business combination. Accordingly, acquisition costs, which historically have been expensed, will be capitalized as part of the basis of the real estate assets acquired. We applied this new accounting standard prospectively. For the ninesix months ended ~~September~~June 30, ~~2016, we recognized $0.3 million of expenses related to costs associated with acquiring industrial properties from third parties.~~2020.


	Six Months Ended June 30,
	2021		2020		$ Change		% Change
	($ in 000's)
DEPRECIATION AND OTHER AMORTIZATION
Same Store Properties	$	55,763	$	57,338	$	(1,575)	(2.7)	%
Acquired Properties	3,286		538		2,748		510.8	%
Sold Properties	307		2,396		(2,089)		(87.2)	%
(Re) Developments	3,940		1,637		2,303		140.7	%
Corporate Furniture, Fixtures and Equipment and Other	1,125		1,254		(129)		(10.3)	%
Total Depreciation and Other Amortization	$	64,421	$	63,163	$	1,258	2.0	%

Nine Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
DEPRECIATION AND OTHER AMORTIZATION
Same Store Properties $ 76,246
$ 77,229
$ (983 ) (1.3 )%
Acquired Properties 2,876
773
2,103
272.1 %
Sold Properties 1,135
4,766
(3,631 ) (76.2 )%
(Re) Developments 5,254
4,199
1,055
25.1 %
Corporate Furniture, Fixtures and Equipment and Other 1,719
1,701
18
1.1 %
Total Depreciation and Other Amortization $ 87,230
$ 88,668
$ (1,438 ) (1.6 )%

Depreciation and other amortization from same store properties ~~decreased $1.0 million due to accelerated depreciation and amortization taken during the nine months ended September 30, 2016 attributable to certain tenants who terminated their lease early.~~remained relatively unchanged. Depreciation and other amortization from acquired properties increased ~~$2.1~~$2.7 million due to properties acquired subsequent to December 31, ~~2015.~~2019. Depreciation and other amortization from sold properties decreased ~~$3.6~~$2.1 million due to properties sold subsequent to December 31, ~~2015.~~2019. Depreciation and other amortization from ~~(re) developments~~(Re)Developments increased ~~$1.1~~$2.3 million primarily due to an increase in depreciation and amortization related to completed ~~developments offset by accelerated depreciation on one property in Rancho Dominguez, CA which was razed during the first quarter of 2016.~~developments. Depreciation from corporate furniture, fixtures and equipment and ~~oth~~erother remained relatively unchanged.

For the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2021, we recognized ~~$52.1~~$57.5 million of gain on sale of real estate related to the sale of 30six industrial properties and three industrial condominium units comprised of approximately ~~1.9~~1.5 million square feet of ~~GLA.~~GLA and one land parcel. For the ~~nine~~six months ended ~~September~~June 30, ~~2016,~~2020, we recognized ~~$60.8~~$23.1 million of gain on sale of real estate related to the sale of 5012 industrial properties comprised of approximately ~~2.6~~0.4 million square feet of GLA.

Interest expense ~~decreased $1.6~~remained relatively unchanged. However, the small decrease was caused by an increase in capitalized interest of $0.9 million ~~or 3.5%~~caused by an increase in development costs eligible for capitalization during the six months ended June 30, 2021 as compared to the six months ended June 30, 2020 and decrease in the weighted average interest rate for the six months ended June 30, 2021 (3.63%) as compared to the six months ended June 30, 2020 (3.64%), ~~primarily due to a decrease~~offset by an increase in the weighted average debt balance outstanding for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 ($~~1,396.2~~1,603.0 million) as compared to the ~~nine~~six months ended June 30, 2020 ($1,578.8 million).

Amortization of debt issuance costs increased by $0.3 million, or 19.8%, primarily due to debt issuance costs incurred related to the refinancing of a $200.0 million unsecured term loan in July 2020 and the issuance of $300.0 million of private placement notes in September ~~30, 2016 ($1,411.4 million), an increase~~2020.

Equity in ~~capitalized interest~~loss of ~~$0.7 million~~Joint Ventures for both the ~~nine~~six months ended ~~September~~June 30, ~~2017 as compared to~~2021 and 2020 was not significant. However, during the ~~nine~~six months ended ~~September~~June 30, ~~2016~~2021, we deferred $10.2 million of equity in income and incentive fees earned from the sale of the remaining 138 acres of developable land from one of the Joint Ventures since the Company was the purchaser of the land. This deferral was netted against the basis of the land acquired.

Income tax provision increased by $1.3 million, or 886.1%, primarily due to an increase in ~~development activities and a slight decrease in the weighted average interest rate for the nine months ended September 30, 2017 (4.47%) as compared to the nine months ended September 30, 2016 (4.50%).~~

~~Amortization~~our pro-rata share of ~~deferred financing costs remained relatively unchanged.~~

In September 2017, we entered into two interest rate protection agreements (the “Treasury Locks”) in order to fix the interest rate on an anticipated unsecured debt offering. Due to the strict requirements surrounding the application of hedge accounting, we elected not to designate the Treasury Locks as hedges. As such, the full change in the fair value of the Treasury Locks during the third quarter is recorded as a mark-to-market gain on interest rate protection agreements within the income statement as opposed to being recorded in other comprehensive income. Mark-to-market gain was $1.8 million for the nine months ended September 30, 2017.

For the nine months ended September 30, 2017, we recognized a loss from retirement of debt of $1.7 million due to the early payoff of certain mortgage loans related to prepayment penalties and the write-off of unamortized deferred financing costs.

~~Income tax provision increased $1.0 million, or 432.8%, during the nine months ended September 30, 2017 as compared to the nine months ended September 30, 2016 due to an increase in taxable~~ gain from the sale of real estate by one of the Joint Ventures as well as incentive fees we earned from one of ~~our TRSs.~~the Joint Ventures. Our equity ownership in the Joint Ventures is owned through a wholly-owned TRS.

Comparison of Three Months Ended ~~September~~June 30, ~~2017~~2021 to Three Months Ended ~~September~~June 30, ~~2016~~2020

Our net income was ~~$44.7~~$53.2 million and ~~$32.7~~$36.4 million for the three months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, respectively.

For the three months ended ~~September~~June 30, ~~2017~~2021 and ~~2016,~~2020, the average daily occupancy ~~rates~~rate of our same store properties ~~were 96.0%~~was 96.1% and ~~96.1%~~97.0%, respectively.


	Three Months Ended June 30,
	2021		2020		$ Change		% Change
	($ in 000's)
REVENUES
Same Store Properties	$	105,795	$	100,075	$	5,720	5.7	%
Acquired Properties	3,575		449		3,126		696.2	%
Sold Properties	925		5,731		(4,806)		(83.9)	%
(Re)Developments	5,838		1,792		4,046		225.8	%
Other	1,265		1,155		110		9.5	%


Total Revenues	$	117,398	$	109,202	$	8,196	7.5	%

Three Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
REVENUES
Same Store Properties $ 88,524
$ 86,064
$ 2,460
2.9 %
Acquired Properties 2,746
731
2,015
275.6 %
Sold Properties 316
3,598
(3,282 ) (91.2 )%
(Re) Developments 6,770
2,498
4,272
171.0 %
Other 954
671
283
42.2 %
Total Revenues $ 99,310
$ 93,562
$ 5,748
6.1 %

Revenues from same store properties increased ~~$2.5~~$5.7 million primarily due to an increase in rental ~~rates.~~ rates and tenant recoveries and a decrease in reserves taken on receivable amounts, offset by a decrease in occupancy. Revenues from acquired properties increased ~~$2.0 millio~~n$3.1 million due to the 1211 industrial properties acquired subsequent to December 31, ~~2015~~2019 totaling approximately ~~1.6~~1.7 million square feet of GLA. Revenues from sold properties decreased ~~$3.3~~$4.8 million due to the 9335 industrial properties sold subsequent to December 31, ~~2015~~2019 totaling approximately ~~5.8~~3.4 million square feet of ~~GLA.~~GLA as well as a lease we reclassified from an operating lease to a sales-type lease in 2019, for which the sale of such property subsequently closed in 2020. Revenues from ~~(re) developments~~(Re)Developments increased ~~$4.3~~$4.0 million due to an increase in occupancy. ~~Other revenues increased $0.3 million primarily due to an increase in occupancy related to two properties acquired in 2015 and placed in service during 2016.~~Revenues from other remained relatively unchanged.


	Three Months Ended June 30,
	2021		2020		$ Change		% Change
	($ in 000's)
PROPERTY EXPENSES
Same Store Properties	$	27,218	$	23,750	$	3,468	14.6	%
Acquired Properties	642		104		538		517.3	%
Sold Properties	41		1,217		(1,176)		(96.6)	%
(Re)Developments	1,672		864		808		93.5	%
Other	2,175		2,116		59		2.8	%


Total Property Expenses	$	31,748	$	28,051	$	3,697	13.2	%

Three Months Ended September 30,
2017 2016 $ Change % Change
($ in 000’s)
PROPERTY EXPENSES
Same Store Properties $ 24,062
$ 23,057
$ 1,005
4.4 %
Acquired Properties 751
132
619
468.9 %
Sold Properties 157
1,489
(1,332 ) (89.5 )%
(Re) Developments 1,450
427
1,023
239.6 %
Other 2,032
2,434
(402 ) (16.5 )%
Total Property Expenses $ 28,452
$ 27,539
$ 913
3.3 %

Property expenses include real estate taxes, repairs and maintenance, property management, utilities, insurance and other property related expenses. Property expenses from same store properties ~~increased $1.0 million~~increased $3.5 million primarily due to an increase in real estate tax ~~expense.~~expense and repair and maintenance costs. Property expenses from acquired ~~properties~~properties increased ~~$0.6~~$0.5 million due to properties acquired subsequent to December 31, ~~2015.~~2019. Property expenses from sold ~~properties~~properties (including expenses related to the lease reclassified as a sales-type lease) decreased ~~$1.3 million~~$1.2 million due to properties sold subsequent to December 31, ~~2015.~~2019. Property expenses from ~~(re)developments increased $1.0 millio~~n(Re)Developments increased $0.8 million primarily due to the substantial completion of developments. ~~Other property~~Property expenses ~~decreased $0.4 million due to a decrease in certain miscellaneous expenses.~~from other remained relatively unchanged.

General and administrative expense ~~increased $0.5 million, or 8.5%, primarily due to an increase in incentive compensation expense.~~remained relatively unchanged.

~~For the three months ended September 30, 2016, we recognized $0.1 million of expenses related to costs associated with acquiring industrial properties from third parties.~~


	Three Months Ended September 30,										Three Months Ended June 30,
	2017		2016		$ Change			% Change			2021		2020		$ Change		% Change
	($ in 000’s)										($ in 000's)
DEPRECIATION AND OTHER AMORTIZATION										DEPRECIATION AND OTHER AMORTIZATION
Same Store Properties	$	25,562	$	25,647	$	(85	)	(0.3	)%	Same Store Properties	$	27,906	$	29,026	$	(1,120)	(3.9)	%
Acquired Properties	1,524		400		1,124			281.0	%	Acquired Properties	1,929		538		1,391		258.6	%
Sold Properties	48		1,184		(1,136		)	(95.9	)%	Sold Properties	36		1,119		(1,083)		(96.8)	%
(Re) Developments	1,974		1,015		959			94.5	%	(Re) Developments	2,002		926		1,076		116.2	%
Corporate Furniture, Fixtures and Equipment and Other	588		569		19			3.3	%	Corporate Furniture, Fixtures and Equipment and Other	573		623		(50)		(8.0)	%
Total Depreciation and Other Amortization	$	29,696	$	28,815	$	881		3.1	%	Total Depreciation and Other Amortization	$	32,446	$	32,232	$	214	0.7	%

Depreciation and other amortization from same store properties remained relatively unchanged. Depreciation and other amortization from acquired properties increased ~~$1.1~~$1.4 million due to properties acquired subsequent to December 31, ~~2015.~~2019. Depreciation and other amortization from sold properties decreased $1.1 million due to properties sold subsequent to December 31, ~~2015.~~2019. Depreciation and other amortization from ~~(re) developments~~(Re)Developments increased ~~$1.0~~$1.1 million primarily due to an increase in depreciation and amortization related to completed developments. Depreciation from corporate furniture, fixtures and equipment and other remained relatively unchanged.

For the three months ended ~~September~~June 30, ~~2017,~~2021, we recognized ~~$23.3~~$22.9 million of gain on sale of real estate related to the sale of 10three industrial properties and one industrial condominium unit comprised of approximately ~~0.9~~0.4 million square feet of ~~GLA.~~GLA and one land parcel. For the three months ended ~~September~~June 30, ~~2016,~~2020, we recognized ~~$16.8~~$9.1 million of gain on sale of real estate related to the sale of 19three industrial properties comprised of approximately ~~0.7~~0.2 million square feet of GLA.

Interest expense ~~and amortization of deferred financing costs each~~ remained relatively unchanged.

~~Mark-to-market gain on~~ However, the small decrease was caused by an increase in capitalized interest ~~rate protection agreements relates~~of $0.5 million caused by an increase in development costs eligible for capitalization during the three months ended June 30, 2021 as compared to the ~~Treasury Locks~~three months ended June 30, 2020 and ~~was $1.8 million~~a decrease in the weighted average debt balance outstanding for the three months ended June 30, 2021 ($1,604.2 million) as compared to the three months ended June 30, 2020 ($1,637.2 million), offset by an increase in the weighted average interest rate for the three months ended June 30, 2021 (3.57%) as compared to the three months ended June 30, 2020 (3.48%).

Amortization of debt issuance costs increased by $0.2 million, or 19.3%, primarily due to debt issuance costs incurred related to the refinancing of a $200.0 million unsecured term loan in July 2020 and the issuance of $300.0 million of private placement notes in September 2020.

Equity in loss of Joint Ventures for both the three months ended June 30, ~~2017.~~2021 and 2020 was not significant. However, during the three months ended June 30, 2021, we deferred $10.2 million of equity in income and incentive fees earned from the sale of the remaining 138 acres of developable land from one of the Joint Ventures since the Company was the purchaser of the land. This deferral was netted against the basis of the land acquired.

Income tax ~~benefit (provision) was not significant~~provision increased by $1.4 million, or 612.7%, primarily due to an increase in ~~either period.~~

our pro-rata share of gain from the sale of real estate by the Joint Ventures as well as incentive fees we earned from one of the Joint Ventures. Our equity ownership in the Joint Ventures is owned through a wholly-owned TRS.

The following table provides a summary of our commenced leases for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2021. The table does not include month-to-month leases or leases with terms less than twelve months.

(A) Net rent is the average base rent calculated in accordance with GAAP, over the term of the lease.

(B) Straight line basis rent growth is a ratio of the change in net rent (including straight line rent adjustments) on a new or renewal lease compared to the net rent (including straight line rent adjustments) of the comparable lease. New leases where there were no prior comparable leases are excluded.

(D) Lease costs are comprised of the costs incurred or capitalized for improvements of vacant and renewal spaces, as well as the commissions paid and costs capitalized for leasing transactions. Lease costs per square foot represent the total turnover costs expected to be incurred on the leases that commenced during the period and do not reflect actual expenditures for the period.

(E) Represents the weighted average ~~square feet of tenants renewing their respective leases.~~

~~During the three and nine months ended September 30, 2017, 26 and 75 new leases commenced with free rent periods during the lease term with such leases constituting 0.7 million and 1.5 million~~ square feet of ~~GLA. Total free rent concessions~~tenants renewing their respective leases.

The following table provides a summary of ~~$0.7 million and $1.6 million were associated with these new leases. During the three and nine months ended September 30, 2017, one and two renewal~~our leases that commenced with free rent periods during the lease terms with such leases constituting 0.03 and 0.1 million square feet of GLA. Total free rent concessions of $0.01 and $0.02 million were associated with these renewal leases. Additionally, during the three and ~~nine~~six months ended ~~September~~June 30, ~~2017, five and nine development and acquisition leases commenced with free~~2021, which included rent ~~periods~~concessions during the lease term with such leases constituting 0.5 million and 1.5 million square feet of GLA, respectively. Total free rent concessions of $0.5 million and $2.5 million were associated with these development and acquisition leases.


Three Months Ended	Number of Leases With Rent Concessions	Square Feet (in 000's)	Rent Concessions ($)
New Leases	23	911	$	1,769
Renewal Leases	4	152	118
Development / Acquisition Leases	3	318	775
Total	30	1,381	$	2,662

Six Months Ended
New Leases	36	1,397	$	2,453
Renewal Leases	6	187	157
Development / Acquisition Leases	9	785	2,865
Total	51	2,369	$	5,475

Liquidity and Capital Resources

At ~~September~~June 30, ~~2017,~~2021, our cash and cash equivalents was approximately $55.6 million and restricted cash ~~were~~was approximately $9.5 million and $5.1 million, respectively. Restricted cash is comprised of gross proceeds from the sales of certain industrial properties. These sale proceeds will be disbursed as we exchange industrial properties under Section 1031 of the Code.$27.0 million. We also had ~~$463.2~~$660.9 million available for additional borrowings under our Unsecured Credit Facility as of ~~September~~June 30, ~~2017.~~2021.

We have considered our short-term (through ~~September~~June 30, ~~2018)~~2022) liquidity needs and the adequacy of our estimated cash flow from operations and other expected liquidity sources to meet these needs. ~~Our 7.50%, 2017 Notes (described~~At June 30, 2021, we had a $200.0 million term loan maturing in Note 4 to the Consolidated Financial Statements), in the aggregate principal amount of $55.0 million are due December 1, 2017. Also, we have $159.5 million in mortgage loans payable outstanding at September 30, 2017 that mature prior to September 30, 2018. We expect to satisfy these payment obligations with borrowings underJuly 2021 and our Unsecured Credit ~~Facility. With~~Facility matured in October 2021. On July 7, 2021, we amended and restated the ~~exception of these payment obligations,~~$200.0 million term loan to, among other things, extend its maturity date to July 7, 2026 (see Subsequent Events). Additionally, on July 7, 2021, we amended and restated our Unsecured Credit Facility to, among other things, increase our borrowing capacity to $750.0 million and extend its maturity date to July 7, 2025 (see Subsequent Events). We believe that our principal short-term liquidity needs are to fund normal recurring expenses, property acquisitions, developments, renovations, expansions and other nonrecurring capital improvements, debt service requirements, the minimum distributions required to maintain the Company's REIT qualification under the Code and distributions approved by the Company's Board of Directors. We anticipate that these needs will be met with cash flows provided by operating activities as well as the disposition of select assets. These needs may also be met by the issuance of ~~additional~~other debt or equity ~~or debt~~ securities, ~~or long-term unsecured indebtedness,~~ subject to market conditions ~~and contractual restrictions~~ or borrowings under our Unsecured Credit Facility.

We expect to meet long-term (after ~~September~~June 30, ~~2018)~~2022) liquidity requirements such as property acquisitions, developments, scheduled debt maturities, major renovations, expansions and other nonrecurring capital improvements through the disposition of select assets, long-term unsecured and secured indebtedness and the issuance of additional equity ~~or debt~~ securities, subject to market conditions.

At September 30, 2017, borrowings under our Unsecured Credit Facility bore interest at a weighted average interest rate of 2.39%. As of October 26, 2017, we had approximately $415.2 million available for additional borrowings under our Unsecured Credit Facility. Our Unsecured Credit Facility contains certain financial covenants including limitations on incurrence of debt and debt service coverage. Our access to borrowings may be limited if we fail to meet any of these covenants. We believe that we were in compliance with our financial covenants as of ~~September~~June 30, ~~2017,~~2021, and we anticipate that we will be able to operate in compliance with our financial covenants for the ~~remainder~~next twelve months.

As of ~~2017.~~July 23, 2021, we had approximately $606.8 million available for additional borrowings under our New Credit Facility (see Subsequent Events).

Our senior unsecured notes have been assigned credit ratings from Standard & ~~Poor’s, Moody’s~~Poor's, Moody's and Fitch Ratings of ~~BBB-/Baa3/BBB,~~BBB/Stable, Baa2/Stable and BBB/Stable, respectively. In the event of a downgrade, we believe we would continue to have access to sufficient ~~capital; however,~~capital. However, our cost of borrowing would increase and our ability to access certain financial markets may be limited.

~~Nine Months Ended September~~

The following table summarizes our cash flow activity for the Company for the six months ended June 30, ~~2017~~2021 and 2020:

~~Net~~


	2021		2020
	(In thousands)
Net cash provided by operating activities	$	118,484	$	117,457
Net cash used in investing activities	(161,658)		(245,772)
Net cash (used in) provided by financing activities	(73,870)		76,440

The following table summarizes our cash flow activity for the Operating Partnership for the six months ended June 30, 2021 and 2020:


	2021		2020
	(In thousands)
Net cash provided by operating activities	$	118,502	$	117,871
Net cash used in investing activities	(161,658)		(245,772)
Net cash (used in) provided by financing activities	(73,888)		76,026

Changes in cash flow for the six months ended June 30, 2021, compared to the prior year comparable period are described as follows:

Operating Activities: Cash provided by operating activities increased $1.0 million for the Company of approximately $146.7 million (net cash provided by operating activities for the Operating Partnership of approximately $147.0 million) for the nine months ended September 30, 2017 was comprised primarily of the non-cash adjustments of approximately $38.9 million, net income of approximately $107.0 million and the net change in the Company's operating assets and liabilities of approximately $2.3 million ($2.6(increased $0.6 million for the Operating Partnership) ~~offset by~~, primarily due to the ~~payments~~following:

•increase in NOI from same store properties, acquired properties and recently developed properties of prepayment penalties associated with the retirement of debt of approximately $1.5 million. The adjustments for the non-cash items of approximately $38.9 million are primarily comprised of depreciation and amortization of approximately $95.0 million, the loss from retirement of debt of approximately $1.7 million and the provision for bad debt of approximately $0.2$13.9 million offset by a decrease in NOI due to the ~~gain on sale~~disposition of real estate of ~~approximately $52.1 million, mark-to-market gain on interest rate protection agreements~~$7.3 million; and

•increase in accounts payable, accrued expenses, other liabilities, rents received in advance and security deposits due to timing of ~~approximately $1.8 million~~cash payments; offset by;

•increase in tenant accounts receivable, prepaid expenses and ~~the effect~~other assets due to timing of ~~the straight-lining of rental income of approximately $4.1 million.~~cash receipts.

~~Net cash~~Investing Activities: Cash used in investing activities ~~for both~~decreased $84.1 million, primarily due to the ~~Company~~following:

•increase of $60.6 million in net proceeds received from the disposition of real estate in 2021 as compared to 2020;

•increase in distributions and ~~the Operating Partnership~~a decrease in contributions from our Joint Ventures of ~~approximately $164.6~~$24.0 million ~~for the nine months ended September 30, 2017 was comprised primarily~~in 2021 as compared to 2020;

•decrease of $7.1 million in escrow deposits; and

•decrease of $8.2 million related to the acquisition of ~~several land parcels and six industrial properties comprised~~real estate; offset by:

•increase of ~~approximately 0.9~~$14.1 million ~~square feet of GLA,~~related to the development of real estate ~~capital expenditures related to the improvement of existing real estate~~ and payments ~~related~~for improvements and leasing commissions in 2021 as compared to ~~leasing~~2020.

Financing Activities: Cash used in financing activities offset by net proceeds from the sale of real estate and a decrease in escrows (primarily related to sales proceeds held by third party intermediaries to be disbursed as we exchange into properties under Section 1031 of the Code).

~~During the nine months ended September 30, 2017, we sold 30 industrial properties comprised of approximately 1.9~~increased $150.3 million square feet of GLA. Proceeds from the sales of these 30 industrial properties, net of closing costs, were approximately $95.2 million. We are in various stages of discussions with third parties for the sale of additional properties and plan to continue to selectively market other properties for sale for the remainder of 2017.

~~Net cash provided by financing activities~~ for the Company ~~of approximately $17.5~~(increased $149.9 million ~~(net cash provided by financing activities~~ for the Operating ~~Partnership~~Partnership), primarily due to the following:

•decrease in net borrowings of approximately $17.3 million) for the nine months ended September 30, 2017 was comprised primarily of the net proceeds from the origination of $200.0 million of private placement notes as well as the net proceeds from the issuance of common stock or General Partner Units offset by the repayments on our senior unsecured notes and mortgage loans payable, net repayment on our Unsecured Credit Facility ~~common stock~~of $102.0 million in 2021 compared to 2020;

•increase in repayments of mortgage loans payable of $42.8 million in 2021 compared to 2020; and ~~Unit~~

•increase in dividend and unit distributions ~~payments~~ of ~~financing and equity issuance costs, the repurchase and retirement of restricted stock and restricted Units and solely with respect~~$6.3 million due to the ~~Operating Partnership,~~Company increasing the ~~Operating Partnership's net distributions to noncontrolling interests.~~dividend rate in 2021.

During the nine months ended September 30, 2017, the Operating Partnership issued $125 million of 4.30% Series A Guaranteed Senior Notes due April 20, 2027 (the “2027 Private Placement Notes”) and $75 million of 4.40% Series B Guaranteed Senior Notes due April 20, 2029 (the “2029 Private Placement Notes”) in a private placement pursuant to a Note and Guaranty Agreement dated February 21, 2017. The 2027 Private Placement Notes and the 2029 Private Placement Notes are unsecured obligations of the Operating Partnership that are fully and unconditionally guaranteed by the Company and require semi-annual interest payments.

During the nine months ended September 30, 2017, the Company issued 2,560,000 shares of the Company's common stock through a public offering, resulting in proceeds, net of the underwriter's discount, of approximately $74.9 million. The proceeds were contributed to the Operating Partnership in exchange for General Partner Units.

During the nine months ended September 30, 2017, we paid off and retired our 2017 II Notes, at maturity, in the amount of $101.9 million. Additionally, we paid off $36.1 million in mortgage loans payable. We may from time to time repay additional amounts of our outstanding debt. Any repayments would depend upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors we consider important. Future repayments may materially impact our liquidity, taxable income and results of operations.

Market Risk

The following discussion about our risk-management activities includes "forward-looking statements" that involve risk and uncertainties. Actual results could differ materially from those projected in the forward-looking statements. Our business subjects us to market risk from interest rates, as described below.

Interest Rate Risk

The following analysis presents the hypothetical gain or loss in earnings, cash flows or fair value of the financial instruments and derivative instruments which are held by us at ~~September~~June 30, ~~2017~~2021 that are sensitive to changes in interest rates. While this analysis may have some use as a benchmark, it should not be viewed as a forecast.

In the normal course of business, we also face risks that are either non-financial or non-quantifiable. Such risks principally include credit risk and legal risk and are not represented in the following analysis.

At ~~September~~June 30, ~~2017, $1,218.1~~2021, $1,542.4 million or ~~88.6%~~96.3% of our total debt, excluding unamortized ~~deferred financing~~debt issuance costs, was fixed rate debt. As of the same date, ~~$157.0~~$60.0 million, or ~~11.4%~~3.7% of our total debt, excluding unamortized ~~deferred financing~~debt issuance costs, was variable rate debt. At December 31, ~~2016, $1,164.2 million or 86.0% of~~2020, our total debt, excluding unamortized ~~deferred financing~~debt issuance costs, was $1,602.7 million and 100% was fixed rate debt. ~~As of the same date, $189.5 million or 14.0% of our total debt, excluding unamortized deferred financing costs, was variable rate debt.~~

At ~~September~~June 30, ~~2017~~2021 and December 31, ~~2016,~~2020, the fixed rate debt amounts include ~~$460.0 million of variable-rate~~variable rate debt that has been effectively swapped to a fixed rate through the use of ~~interest rate protection agreements~~derivative instruments with aan aggregate notional ~~aggregate~~ amount outstanding of $460.0 million, ~~which~~that mitigate our exposure to our ~~unsecured term loans'~~Unsecured Term Loans' variable interest rates, which are based upon LIBOR, as defined in the loan agreements. Additionally as of September 30, 2017, we have interest rate protection agreements outstanding in an aggregate notional amount of $100.0 million in order to lock the U.S Treasury rate related to an anticipated unsecured debt offering. See Note 10 to the Consolidated Financial Statements for a more detailed discussion of these interest rate protection agreements. on LIBOR.

The use of derivative financial instruments allows us to manage the risks of increases in interest rates ~~with respect to the effect these fluctuations~~ would have on our earnings and cash flows. Currently, we do not enter into financial instruments for trading or other speculative purposes.

For fixed rate debt, changes in interest rates generally affect the fair value of the debt, but not our earnings or cash flows. Conversely, for variable rate debt, changes in the base interest rate used to calculate the all-in interest rate generally do not impact the fair value of the debt, but would affect our future earnings and cash flows. The interest rate risk and changes in fair market value of fixed rate debt generally do not have a significant impact on us until we are required to refinance such debt. See Note 4 to the Consolidated Financial Statements for a discussion of the maturity dates of our various fixed rate debt.

Our variable rate debt is subject to risk based upon prevailing market interest rates. At September 30, 2017, we had approximately $157.0 million of variable rate debt outstanding indexed to LIBOR rates excluding the $460.0 million of variable-rate debt that has been effectively swapped to a fixed rate through the use of interest rate protection agreements. If the LIBOR rates relevant to our variable rate debt were to have increased 10%, we estimate that our interest expense during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 would have increased by approximately ~~$0.2~~$0.001 million based on our average outstanding floating-rate debt during the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2021. Additionally, if weighted average interest rates on our weighted average fixed rate debt during the six months ended June 30, 2021 were to have increased by 10% due to refinancing, interest expense would have increased by approximately ~~$4.4~~$2.9 million during the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2021.

On March 5, 2021, the Financial Conduct Authority (“FCA”) that regulates LIBOR announced that USD-LIBOR will no longer be published after June 30, 2023. 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.

We anticipate that LIBOR will continue to be available substantially in its current form at least until June 30, 2023. Although many of our LIBOR-based obligations provide for alternative methods of calculating the interest rate payable if LIBOR is not reported, including the new debt agreements we entered into and disclosed in subsequent events, the extent and manner of any future changes with respect to methods of calculating LIBOR or replacing LIBOR with another benchmark are unknown and impossible to predict at this time and, as such, may result in interest rates that are materially higher than current interest rates.We are monitoring this activity and evaluating the related risks.

As of ~~September~~June 30, ~~2017,~~2021, the estimated fair value of our debt was approximately ~~$1,417.8~~$1,692.4 million based on our estimate of the then-current market interest rates.

Supplemental Earnings Measure

Investors in and industry analysts following the real estate industry utilize funds from operations ("FFO") and net operating income ("NOI") as supplemental operating performance measures of an equity REIT. Historical cost accounting for real estate assets in accordance with accounting principles generally accepted in the United States of America ("GAAP") implicitly assumes that the value of real estate assets diminishes predictably over time through depreciation. Since real estate values instead have historically risen or fallen with market conditions, many industry analysts and investors prefer to supplement operating results that use historical cost accounting with measures such as FFO and NOI, among others. We provide information related to FFO and same store NOI ("SS NOI") both because such industry analysts are interested in such information, and because our management believes FFO and SS NOI are important performance measures. FFO and SS NOI are factors used by management in measuring our performance, including for purposes of determining the compensation of our executive officers under our ~~2017~~2021 incentive compensation plan.

Neither FFO nor SS NOI should be considered as a substitute for net income, or any other measures derived in accordance with GAAP. Neither FFO nor SS NOI represents cash generated from operating activities in accordance with GAAP and neither should be considered as an alternative to cash flow from operating activities as a measure of our liquidity, nor is either indicative of funds available for our cash needs, including our ability to make cash distributions.

Funds From Operations

The National Association of Real Estate Investment Trusts ("NAREIT") has recognized and defined for the real estate industry a supplemental measure of REIT operating performance, FFO, that excludes historical cost depreciation, among other items, from net income determined in accordance with GAAP. FFO is a non-GAAP financial measure. FFO is calculated by us in accordance with the definition adopted by the Board of Governors of NAREIT and ~~therefore~~ may not be comparable to other similarly titled measures of other companies. In accordance with the restated NAREIT definition of FFO, we calculate FFO to be equal to net income available to First Industrial Realty Trust, Inc.'s common stockholders and participating securities, plus depreciation and other amortization of real estate, plus impairment of real estate, minus gain or plus loss on sale of real estate, net of any income tax provision or benefit associated with the sale of real estate. We also exclude the same adjustments from our share of net income from unconsolidated joint ventures.

Management believes that the use of FFO available to common stockholders and participating securities, combined with net income (which remains the primary measure of performance), improves the understanding of operating results of REITs among the investing public and makes comparisons of REIT operating results more meaningful. Management believes that, by excluding gains or losses related to sales of ~~previously depreciated~~real estate assets, impairment of real estate assets and real estate asset depreciation and amortization, investors and analysts are able to identify the operating results of the long-term assets that form the core of a ~~REIT’s~~REIT's activity and use these operating results for assistance in comparing these operating results between periods or to those of different companies.

The following table shows a reconciliation of net income available to common stockholders and participating securities to the calculation of FFO available to common stockholders and participating securities for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016.~~2020.


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
	(In thousands)				(In thousands)
Net Income Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities	$	51,936	$	35,669	$	114,134	$	76,303
Adjustments:
Depreciation and Other Amortization of Real Estate	32,234		32,032		64,021		62,769

Gain on Sale of Real Estate	(22,854)		(9,076)		(57,499)		(23,069)

Income Tax Provision - Allocable to Gain on Sale of Real Estate, including Joint Ventures	1,472		—		1,551		—
Noncontrolling Interest Share of Adjustments	(247)		(484)		(194)		(848)
Funds from Operations Available to First Industrial Realty Trust, Inc.'s Common Stockholders and Participating Securities	$	62,541	$	58,141	$	122,013	$	115,155

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
(In thousands) (In thousands)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities $ 43,198
$ 31,519
$ 103,469
$ 97,436
Adjustments:
Depreciation and Other Amortization of Real Estate 29,530
28,602
86,729
88,088
Gain on Sale of Depreciable Real Estate (23,271 ) (16,802 ) (52,140 ) (60,828 )
Noncontrolling Interest Share of Adjustments (202 ) (421 ) (1,141 ) (985 )
Funds from Operations Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities $ 49,255
$ 42,898
$ 136,917
$ 123,711

Same Store Net Operating Income

SS NOI is a non-GAAP financial measure that provides a measure of rental operations and, as calculated by us, that does not factor in depreciation and amortization, general and administrative expense, ~~acquisition costs,~~ interest expense, income tax benefit and expense, ~~gains~~ and ~~losses on retirement of debt and sale of real estate.~~equity in income or loss from our joint ventures. We define SS NOI as revenues minus property expenses such as real estate taxes, repairs and maintenance, property management, utilities, insurance and other expenses, minus the NOI of properties that are not same store properties and minus the impact of straight-line rent, ~~the amortization of lease inducements, the amortization of above/~~above and below market rent amortization and lease termination fees. We exclude straight-line rent and above (below) market rent in calculating SS NOI because we believe it provides a better measure of actual cash basis rental growth for a year-over-year comparison. As so defined, SS NOI may not be comparable to same store net operating income or similar measures reported by other REITs that define same store properties or NOI differently. The major factors influencing SS NOI are occupancy levels, rental rate increases or decreases and tenant recoveries increases or decreases. Our success depends largely upon our ability to lease space and to recover the operating costs associated with those leases from our tenants.

The following table shows a reconciliation of the same store revenues and property expenses disclosed in the results of operations (and reconciled to revenues and expenses reflected on the statements of operations) to SS NOI for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2021 and ~~2016.~~2020.


	Three Months Ended June 30,					Six Months Ended June 30,
	2021		2020		% Change	2021		2020		% Change
	(In thousands)					(In thousands)
Same Store Revenues	$	105,795	$	100,075		$	211,270	$	201,092
Same Store Property Expenses	(27,218)		(23,750)			(55,434)		(48,232)
Same Store Net Operating Income Before Same Store Adjustments	$	78,577	$	76,325	3.0%	$	155,836	$	152,860	1.9%
Same Store Adjustments:

Straight-line Rent	(2,044)		(1,393)			(4,387)		(3,038)
Above / Below Market Rent Amortization	(220)		(249)			(445)		(530)
Lease Termination Fees	(130)		(86)			(255)		(702)

Same Store Net Operating Income(A)	$	76,183	$	74,597	2.1%	$	150,749	$	148,590	1.5%

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
(In thousands) (In thousands)
Same Store Revenues $ 88,524
$ 86,064
$ 263,974
$ 256,431
Same Store Property Expenses (24,062 ) (23,057 ) (70,269 ) (68,145 )
Same Store Net Operating Income Before Same Store Adjustments $ 64,462
$ 63,007
$ 193,705
$ 188,286
Same Store Adjustments:
Lease Inducement Amortization 183
227
540
673
Straight-line Rent 496
(718 ) 962
(2,917 )
Above / Below Market Rent Amortization (261 ) (278 ) (794 ) (810 )
Lease Termination Fees (336 ) (11 ) (793 ) (208 )
Same Store Net Operating Income $ 64,544
$ 62,227
$ 193,620
$ 185,024

~~Recent Accounting Pronouncements~~

~~Refer~~(A) The six months ended June 30, 2020 includes $1.1 million of insurance settlement gain related to ~~Note 2~~a building destroyed by fire in 2016. Excluding this gain, the percent increase to Same Store Net Operating Income would be 2.2% for the ~~Consolidated Financial Statements.~~

six months ended June 30, 2020.

Subsequent Events

From ~~October~~July 1, ~~2017~~2021 to ~~October 26, 2017, we sold nine industrial properties for approximately $54.1 million.~~

~~From October 1, 2017 to October 26, 2017,~~July 23, 2021, we acquired one ~~industrial property~~land parcel for a purchase price of ~~approximately $8.2~~$26.6 million, excluding ~~costs~~transaction costs.

On July 7, 2021, we amended and ~~credits incurred in conjunction with~~restated our Unsecured Credit Facility to, among other things, extend the ~~acquisition~~maturity date and increase the borrowing capacity thereunder to $750.0 million (as amended and restated, the "New Credit Facility"). The New Credit Facility provides for interest-only payments initially at LIBOR plus 77.5 basis points and a facility fee of 15 basis points. The interest rate and facility fee are each subject to adjustment based on our leverage and investment grade rating. The New Credit Facility matures on July 7, 2025, unless extended at our option pursuant to two six-month extension options, subject to certain conditions. We may request the ~~property.~~borrowing capacity under the New Credit Facility be increased to $1.0 billion, subject to certain restrictions.

Also on July 7, 2021, we amended and restated our 2020 Unsecured Term Loan to, among other things, extend the maturity date of this $200.0 million unsecured term loan (as amended and restated, the "2021 Unsecured Term Loan"). The 2021 Unsecured Term Loan provides for interest-only payments initially at LIBOR plus 85 basis points. The interest rate is subject to adjustment based on our leverage and investment grade rating. The 2021 Unsecured Term Loan matures on July 7, 2026. We may request the borrowing capacity under the 2021 Unsecured Term Loan to be increased to $460.0 million, subject to certain restrictions.



Item 3.			Quantitative and Qualitative Disclosures About Market Risk

Response to this item is included in Item 2, ~~“Management’s~~"Management's Discussion and Analysis of Financial Condition and Results of ~~Operations”~~Operations" above.



Item 4.			Controls and Procedures

First Industrial Realty Trust, Inc.

The Company's management, including its principal executive officer and principal financial officer, have conducted an evaluation of the effectiveness of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based on the evaluation of these controls and procedures required by Exchange Act Rules 13a-15(b) or 15d-15(b), the Company's principal executive officer and principal financial officer have concluded that as of the end of such period the Company's disclosure controls and procedures were effective.

There has been no change in the Company's internal control over financial reporting that occurred during the fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

First Industrial, L.P.

The Company's management, including its principal executive officer and principal financial officer, on behalf of the Company in its capacity as the general partner of the Operating Partnership, have conducted an evaluation of the effectiveness of the Operating Partnership's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based on the evaluation of these controls and procedures required by Exchange Act Rules 13a-15(b) or 15d-15(b), the Company's principal executive officer and principal financial officer, on behalf of the Company in its capacity as the general partner of the Operating Partnership, have concluded that as of the end of such period the Operating Partnership's disclosure controls and procedures were effective.

There has been no change in the Operating Partnership's internal control over financial reporting that occurred during the fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the Operating Partnership's internal control over financial reporting.

PART II: OTHER INFORMATION



Item 1.			Legal Proceedings

None.



Item 1A.			Risk Factors

There have been no material changes to the risk factors disclosed in our annual report on Form 10-K for the year ended December 31, ~~2016,~~2020, except to the extent factual information disclosed elsewhere in ~~the~~this Form 10-Q relates to such risk factors. For a full description of these risk factors, please refer to "Item 1A. Risk Factors" in our annual report on Form 10-K for the year ended December 31, ~~2016.~~2020.



Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds

None.



Item 3.			Defaults Upon Senior Securities

None.



Item 4.			Mine Safety Disclosures

None.



Item 5.			Other Information

None.



Item 6.			Exhibits

The exhibits required by this item are set forth on the Exhibit Index attached hereto.

~~SIGNATURES~~

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~

EXHIBIT INDEX


Exhibits				Description

10.1			~~FIRST INDUSTRIAL REALTY TRUST, INC.~~

	~~By:~~	~~/S/ SCOTT A. MUSIL~~
		~~Scott A. Musil~~Fourth Amended and Restated Unsecured Revolving Credit Facility Agreement, dated as of July 7, 2021, among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, National Association and the other lenders thereunder (incorporated by reference to Exhibit 10.1 of the Form 8-K of the Company and the Operating Partnership, filed July 13, 2021, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873) ~~Chief Financial Officer~~ ~~(Principal Financial Officer)~~

	~~By:~~	~~/S/ SARA E. NIEMIEC~~
		~~Sara E. Niemiec~~ ~~Chief Accounting Officer~~ ~~(Principal Accounting Officer)~~



10.2			~~FIRST INDUSTRIAL, L.P.~~

	~~By:~~	~~FIRST INDUSTRIAL REALTY TRUST, INC.~~
		~~as general partner~~

	~~By:~~	~~/S/ SCOTT A. MUSIL~~
		~~Scott A. Musil~~Amended and Restated Unsecured Term Loan Agreement, dated as of July 7, 2021, among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, National Association, PNC Bank, National Association, and the other lenders thereunder (incorporated by reference to Exhibit 10.2 of the Form 8-K of the Company and the Operating Partnership, filed July 13, 2021, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873) ~~Chief Financial Officer~~ ~~(Principal Financial Officer)~~

	~~By:~~	~~/S/ SARA E. NIEMIEC~~
		~~Sara E. Niemiec~~ ~~Chief Accounting Officer~~ ~~(Principal Accounting Officer)~~

~~Date: October 26, 2017~~

~~EXHIBIT INDEX~~



~~Exhibits~~ 10.3						~~Description~~ Third Amendment, dated as of July 7, 2021, to Unsecured Term Loan Agreement, dated as of September 11, 2015, among First Industrial, L.P., First Industrial Realty Trust, Inc., Wells Fargo Bank, National Association and the other lenders party thereto (incorporated by reference to Exhibit 10.3 of the Form 8-K of the Company and the Operating Partnership, filed July 13, 2021, Company's File No. 1-13102 and Operating Partnership's File No. 333-21873)

10.4*						Amendment No. 1, dated as of April 28, 2021, to Distribution Agreement, dated as of February 14, 2020, among First Industrial Realty Trust, Inc., First Industrial, L.P., and Wells Fargo Securities, LLC

31.1*						Certification of Principal Executive Officer of First Industrial Realty Trust, Inc. pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

31.2*						Certification of Principal Financial Officer of First Industrial Realty Trust, Inc. pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

31.3*						Certification of Principal Executive Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

31.4*						Certification of Principal Financial Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended

32.1**						Certification of the Principal Executive Officer and Principal Financial Officer of First Industrial Realty Trust, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2**						Certification of the Principal Executive Officer and Principal Financial Officer of First Industrial Realty Trust, Inc., in its capacity as the sole general partner of First Industrial, L.P., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.1*						The following financial statements from First Industrial Realty Trust, Inc.’s's and First Industrial L.P.'s Quarterly Report on Form 10-Q for the quarter ended ~~September~~June 30, ~~2017,~~2021, formatted in XBRL: (i) Consolidated Balance Sheets (unaudited), (ii) Consolidated Statements of Operations (unaudited), (iii) Consolidated Statements of Comprehensive Income (unaudited), (iv) Consolidated Statement of Changes in ~~Stockholders’~~ Equity / Consolidated Statement of Changes in Partners' Capital (unaudited), (v) Consolidated Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Financial Statements (unaudited)

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

_______________


*			Filed herewith.


**			Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


			FIRST INDUSTRIAL REALTY TRUST, INC.
*			~~Filed herewith.~~


	By:	/S/ SCOTT A. MUSIL
**	~~Furnished herewith.~~	Scott A. Musil Chief Financial Officer (Principal Financial Officer)

	By:	/S/ SARA E. NIEMIEC
		Sara E. Niemiec Chief Accounting Officer (Principal Accounting Officer)


			FIRST INDUSTRIAL, L.P.

			By:			FIRST INDUSTRIAL REALTY TRUST, INC.
						as general partner

			By:			/S/ SCOTT A. MUSIL
						Scott A. Musil Chief Financial Officer (Principal Financial Officer)

			By:			/S/ SARA E. NIEMIEC
						Sara E. Niemiec Chief Accounting Officer (Principal Accounting Officer)

Date: July 23, 2021



ý☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Six Months Ended June 30, 2021:	Common Stock		Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive (Loss) Income		Noncontrolling Interests		Total
Balance as of December 31, 2020	$	1,290	$	2,224,691	$	(306,294)	$	(16,953)	$	44,586	$	1,947,320
Net Income	—		—		62,198		—		1,385		63,583
Other Comprehensive Income	—		—		—		6,607		148		6,755

Stock Based Compensation Activity	1		(1,347)		(2,294)		—		2,585		(1,055)
Common Stock Dividends and Unit Distributions ($0.27 Per Share/Unit)	—		—		(34,933)		—		(785)		(35,718)
Conversion of Limited Partner Units to Common Stock	0		22		—		—		(22)		0


Reallocation - Additional Paid-in Capital	—		(2,110)		—		—		2,110		0
Reallocation - Other Comprehensive Income	—		—		—		34		(34)		0
Balance as of March 31, 2021	$	1,291	$	2,221,256	$	(281,323)	$	(10,312)	$	49,973	$	1,980,885
Net Income	—		—		51,936		—		1,225		53,161
Other Comprehensive Income	—		—		—		282		10		292

Stock Based Compensation Activity	0		1,023		0		—		2,428		3,451
Common Stock Dividends and Unit Distributions ($0.27 Per Share/Unit)	—		—		(34,930)		—		(811)		(35,741)


Reallocation - Additional Paid-in-Capital	—		2,282		—		—		(2,282)		0
Reallocation - Other Comprehensive Income	—		—		—		4		(4)		0
Balance as of June 30, 2021	$	1,291	$	2,224,561	$	(264,317)	$	(10,026)	$	50,539	$	2,002,048



	Common Stock		Additional Paid-in- Capital			Distributions in Excess of Accumulated Earnings			Accumulated Other Comprehensive Loss			Noncontrolling Interest			Total
Balance as of December 31, 2016	$	1,172	$	1,886,771		$	(641,859	)	$	(4,643	)	$	43,184		$	1,284,625
Issuance of Common Stock, Net of Issuance Costs	25		74,636			—			—			—			74,661
Stock Based Compensation Activity	2		5,088			(724		)	—			—			4,366
Conversion of Limited Partner Units to Common Stock	—		39			—			—			(39		)	—
Reallocation - Additional Paid-in-Capital	—		(1,569		)	—			—			1,569			—
Common Stock Dividends and Unit Distributions	—		—			(75,379		)	—			(2,544		)	(77,923		)
Net Income	—		—			103,469			—			3,531			107,000
Reallocation - Other Comprehensive Income	—		—			—			(3		)	3			—
Other Comprehensive Income	—		—			—			1,493			51			1,544
Balance as of September 30, 2017	$	1,199	$	1,964,965		$	(614,493	)	$	(3,153	)	$	45,755		$	1,394,273



	Purchase Price			Weighted Average Life (in Months)
Land	$	90,429		N/A
Building and Improvements	61,973			(A)
Other Assets	1,195			(B)
In-Place Leases	6,670			70
Above Market Leases	127			34
Below Market Leases	(1,420		)	85
Total Purchase Price (C)	$	158,974


	Outstanding Balance at				Interest Rate at June 30, 2021	Effective Interest Rate at Issuance	Maturity Date
	June 30, 2021		December 31, 2020
Mortgage Loans Payable, Gross	$	83,902	$	144,214	4.03% – 4.17%	4.03% – 4.17%	September 2022 – August 2028
Unamortized Debt Issuance Costs	(160)		(335)

Mortgage Loans Payable, Net	$	83,742	$	143,879
Senior Unsecured Notes, Gross
2027 Notes	6,070		6,070		7.15%	7.11%	5/15/2027
2028 Notes	31,901		31,901		7.60%	8.13%	7/15/2028
2032 Notes	10,600		10,600		7.75%	7.87%	4/15/2032
2027 Private Placement Notes	125,000		125,000		4.30%	4.30%	4/20/2027
2028 Private Placement Notes	150,000		150,000		3.86%	3.86%	2/15/2028
2029 Private Placement Notes	75,000		75,000		4.40%	4.40%	4/20/2029
2029 II Private Placement Notes	150,000		150,000		3.97%	4.23%	7/23/2029
2030 Private Placement Notes	150,000		150,000		3.96%	3.96%	2/15/2030
2030 II Private Placement Notes	100,000		100,000		2.74%	2.74%	9/17/2030
2032 Private Placement Notes	200,000		200,000		2.84%	2.84%	9/17/2032
Subtotal	$	998,571	$	998,571
Unamortized Debt Issuance Costs	(5,848)		(6,206)
Unamortized Discounts	(62)		(65)
Senior Unsecured Notes, Net	$	992,661	$	992,300
Unsecured Term Loans, Gross
2015 Unsecured Term Loan (A)	260,000		260,000		2.89%	N/A	9/12/2022
2020 Unsecured Term Loan (A) (C)	200,000		200,000		2.49%	N/A	7/15/2021
Subtotal	$	460,000	$	460,000
Unamortized Debt Issuance Costs	(831)		(1,538)
Unsecured Term Loans, Net	$	459,169	$	458,462
Unsecured Credit Facility (B) (C)	$	60,000	$	0	1.20%	N/A	10/29/2021



	Outstanding Balance at						Interest Rate at September 30, 2017	Effective Interest Rate at Issuance	Maturity Date
	September 30, 2017			December 31, 2016			Interest Rate at September 30, 2017	Effective Interest Rate at Issuance	Maturity Date
Mortgage Loans Payable, Gross	$	454,283		$	498,435		4.03% – 8.26%	3.82% – 8.26%	June 2018 – September 2022
Unamortized Deferred Financing Costs	(2,033		)	(2,905		)
Unamortized Premiums	301			426
Mortgage Loans Payable, Net	$	452,551		$	495,956
Senior Unsecured Notes, Gross
2017 Notes	54,981			54,981			7.50%	7.52%	12/1/2017
2027 Notes	6,070			6,070			7.15%	7.11%	5/15/2027
2028 Notes	31,901			31,901			7.60%	8.13%	7/15/2028
2032 Notes	10,600			10,600			7.75%	7.87%	4/15/2032
2017 II Notes	—			101,871			N/A	N/A	5/15/2017
2027 Private Placement Notes	125,000			—			4.30%	4.30%	4/20/2027
2029 Private Placement Notes	75,000			—			4.40%	4.40%	4/20/2029
Subtotal	$	303,552		$	205,423
Unamortized Deferred Financing Costs	(1,864		)	(320		)
Unamortized Discounts	(86		)	(105		)
Senior Unsecured Notes, Net	$	301,602		$	204,998
Unsecured Term Loans, Gross
2014 Unsecured Term Loan (A)	$	200,000		$	200,000		3.99%	N/A	1/29/2021
2015 Unsecured Term Loan (A)	260,000			260,000			3.39%	N/A	9/12/2022
Subtotal	$	460,000		$	460,000
Unamortized Deferred Financing Costs	(2,862		)	(3,362		)
Unsecured Term Loans, Net	$	457,138		$	456,638
Unsecured Credit Facility (B)	$	157,000		$	189,500		2.39%	N/A	3/11/2019



	Amount
Remainder of 2017	$	57,662
2018	165,449
2019	236,329
2020	58,762
2021	266,818
Thereafter	589,815
Total	$	1,374,835



	2017			2016
Balance as of December 31	$	43,184		$	42,035
Net Income	3,531			3,635
Unit Distributions	(2,544		)	(2,436		)
Other Comprehensive Income	51			(449		)
Conversion of Limited Partner Units to Common Stock (A)	(39		)	(819		)
Reallocation - Additional Paid-in-Capital	1,569			2,489
Reallocation - Other Comprehensive Income	3			—
Balance as of September 30	$	45,755		$	44,455



	Interest Rate Protection Agreements			Accumulated Other Comprehensive Loss of the Operating Partnership			Comprehensive Loss Attributable to Noncontrolling Interest of the Company			Accumulated Other Comprehensive Loss of the Company
Balance as of December 31, 2016	$	(4,804	)	$	(4,804	)	$	161		(4,643		)
Other Comprehensive Income Before Reclassifications	(2,122		)	(2,122		)	(54		)	(2,176		)
Amounts Reclassified from Accumulated Other Comprehensive Loss	3,666			3,666			—			3,666
Net Current Period Other Comprehensive Income	1,544			1,544			(54		)	1,490
Balance as of September 30, 2017	$	(3,260	)	$	(3,260	)	$	107		$	(3,153	)



	Three Months Ended September 30, 2017			Three Months Ended September 30, 2016			Nine Months Ended September 30, 2017			Nine Months Ended September 30, 2016
Numerator:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders and Participating Securities	$	43,198		$	31,519		$	103,469		$	97,436
Net Income Allocable to Participating Securities	(145		)	(110		)	(327		)	(329		)
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders	$	43,053		$	31,409		$	103,142		$	97,107
Denominator (In Thousands):
Weighted Average Shares - Basic	119,446			116,467			117,870			114,491
Effect of Dilutive Securities:
LTIP Unit Awards (As Defined in Note 9)	544			397			482			318
Weighted Average Shares - Diluted	119,990			116,864			118,352			114,809
Basic EPS:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders	$	0.36		$	0.27		$	0.88		$	0.85
Diluted EPS:
Net Income Available to First Industrial Realty Trust, Inc.’s Common Stockholders	$	0.36		$	0.27		$	0.87		$	0.85



	Nine Months Ended September 30,
	2017		2016		$ Change			% Change
	($ in 000’s)
REVENUES
Same Store Properties	$	263,974	$	256,431	$	7,543		2.9	%
Acquired Properties	5,460		1,423		4,037			283.7	%
Sold Properties	3,605		15,143		(11,538		)	(76.2	)%
(Re) Developments	18,684		5,309		13,375			251.9	%
Other	2,549		1,738		811			46.7	%
Total Revenues	$	294,272	$	280,044	$	14,228		5.1	%


Three Months Ended	Number of Leases Commenced	Square Feet Commenced (in 000’s)	Net Rent Per Square Foot (1)		GAAP Basis Rent Growth (2)		Weighted Average Lease Term (3)	Lease Costs Per Square Foot (4)		Weighted Average Tenant Retention (5)		Three Months Ended	Number of Leases Commenced	Square Feet Commenced (in 000's)	Net Rent Per Square Foot (A)		Straight Line Basis Rent Growth (B)		Weighted Average Lease Term (C)	Lease Costs Per Square Foot (D)		Weighted Average Tenant Retention (E)
New Leases	35	765	$	5.28	27.2	%	6.3	$	4.81	N/A		New Leases	32	1,083	$	6.70	34.4	%	6.8	$	6.54	N/A
Renewal Leases	38	639	$	7.13	16.4	%	4.2	$	1.56	68.8	%	Renewal Leases	37	2,015	$	6.40	27.0	%	5.4	$	1.53	71.1	%
Development / Acquisition Leases	5	536	$	4.64	N/A		4.8	N/A		N/A		Development / Acquisition Leases	4	418	$	7.27	N/A		6.8	N/A		—
Total / Weighted Average	78	1,940	$	5.71	21.3	%	5.2	$	3.33	N/A		Total / Weighted Average	73	3,516	$	6.60	29.5	%	6.0	$	3.28	71.1	%

Nine Months Ended
New Leases - Year to Date	110	2,085	$	5.26	22.8	%	5.4	$	4.34	N/A
Renewal Leases - Year to Date	146	5,569	$	4.79	15.4	%	3.7	$	0.91	81.0	%
Development / Not In Service Acquisition Leases - Year to Date	9	1,502	$	5.00	N/A		7.1	N/A		N/A
Year to Date - Total / Weighted Average	265	9,156	$	4.93	17.5	%	4.7	$	1.84	N/A
Six Months Ended												Six Months Ended
New Leases												New Leases	50	1,660	$	6.70	34.8	%	6.2	$	6.11	N/A
Renewal Leases												Renewal Leases	69	4,320	$	5.85	22.2	%	4.1	$	1.21	73.9	%
Development / Acquisition Leases												Development / Acquisition Leases	10	885	$	8.52	N/A		8.3	N/A		—
Total / Weighted Average												Total / Weighted Average	129	6,865	$	6.40	25.8	%	5.1	$	2.57	73.9	%


~~(1)~~	~~Net rent is the average base rent calculated in accordance with GAAP, over the term of the lease.~~


~~(2)~~	GAAP basis rent growth is a ratio of the change in net rent (on a GAAP basis, including straight-line rent adjustments as required by GAAP) on a new or renewal lease compared to the net rent (on a GAAP basis) of the comparable lease. New leases where there were no prior comparable leases are excluded.


~~(3)~~	~~The lease term is expressed in years. Assumes no exercise of lease renewal options, if any.~~


~~(4)~~	Lease costs are comprised of the costs incurred or capitalized for improvements of vacant and renewal spaces, as well as the commissions paid and costs capitalized for leasing transactions. Lease costs per square foot represent the total turnover costs expected to be incurred on the leases signed during the period and do not reflect actual expenditures for the period.