American Realty Capital Properties, Inc.
Table of Contents
Second Quarter Ended June 30, 2014
Table of Contents
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Introductory Notes | |
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Company Information | |
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Summary of Company and Financial Highlights | |
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Selected Financial Information | |
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Consolidated Balance Sheets | |
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Consolidated Statements of Operations | |
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Funds from Operations and Adjusted Funds from Operations | |
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Common Stock Dividend Summary | |
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Financial and Operational Statistics and Ratios | |
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Debt Summary | |
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Mortgage Notes Payable | |
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Summary of Debt Covenants | |
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Top 10 Concentrations | |
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Tenants Comprising Over 1% of Annualized Rental Income | |
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Tenant Industry Diversification | |
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Property Geographic Diversification | |
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Property Building Type Diversification | |
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Lease Expirations | |
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Multi-Tenant Property Summary | |
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Unconsolidated Joint Venture Investment Summary | |
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Managed Programs | |
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Definitions | |
American Realty Capital Properties, Inc.
Introductory Notes
The financial data and other information described in this Quarterly Supplement are as of the date this Quarterly Supplement was filed or an earlier date where indicated. Future performance may not be consistent with past performance and is subject to change with inherent risks and uncertainties.
This Quarterly Supplement contains certain statements that are the Company’s (as defined below) and its management’s hopes, intentions, beliefs, expectations or projections of the future and might be considered to be forward-looking statements under Federal securities laws. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve inherent risks and uncertainties. The Company’s actual future results may differ significantly from the matters discussed in these forward-looking statements, and we do not undertake to, and may not, release revisions to these forward-looking statements to reflect changes after we have made the statements. Factors and risks that could cause actual results to differ materially from expectations are disclosed from time to time in greater detail in the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”), including, but not limited to, the Company’s Annual Report on Form 10-K filed with the SEC, the Company’s quarterly reports on Form 10-Q filed with the SEC, as well as other reports and Company press releases filed with the SEC.
This Quarterly Supplement includes certain combined consolidated financial information. We use the terms “on a combined basis” throughout this Quarterly Supplement. The consolidated financial information combines the historical financial statements of American Realty Capital Properties, Inc. (“ARCP”, the “Company”, “we”, “us” and “our”), American Realty Capital Trust III, Inc. (“ARCT III”) and American Realty Capital Trust IV, Inc. (“ARCT IV”) after giving effect to the mergers of ARCT III and ARCT IV with and into a wholly owned subsidiary of ARCP and ARCP's operating partnership (the “ARCT III Merger” and “ARCT IV Merger”), respectively, using the carryover basis of accounting as ARCP, ARCT III and ARCT IV were considered to be entities under common control under United States generally accepted accounting principles (“US GAAP”). The consolidated financial information should be read in conjunction with ARCP’s historical consolidated financial statements including the notes thereto, and the notes to the consolidated financial statements contained in its Annual Report on Form 10-K for the year ended December 31, 2013.
The combined consolidated financial information is presented for illustrative purposes only and does not purport to be indicative of the results that would actually have occurred if the ARCT III Merger and the ARCT IV Merger had occurred as presented in such statements. In addition, future results may vary significantly from the results reflected in such statements.
Definitions of specialized terms can be found at the end of this presentation beginning on page 34.
American Realty Capital Properties, Inc.
Company Information
Company Profile
American Realty Capital Properties, Inc. is a self-managed and self-administered real estate company, incorporated in Maryland on December 2, 2010 that qualified as a real estate investment trust (“REIT”) for U.S. federal income tax purposes beginning in the taxable year ended December 31, 2011. On September 6, 2011, the Company completed its initial public offering. Our business operates in two segments, Real Estate Investment (“REI”) and Cole Capital, the Company's private capital management segment (“Cole Capital”). Through our REI segment, we acquire, own and operate single-tenant, freestanding commercial properties, primarily subject to net leases with high credit quality tenants. We seek to acquire net lease assets granularly, by self-originating or purchasing such assets, or executing sale-leaseback transactions, small portfolio acquisitions and in connection with build-to-suit opportunities, to the extent they are appropriate in terms of capitalization rate and scale. Our high-quality property portfolio is generally net leased to corporate tenants. These tenants are primarily investment grade rated (approximately 49% as of June 30, 2014), occupying properties located at the corner of “Main & Main” and in other strategic locations. Unlike other net lease REITs, ARCP focuses on acquiring properties with both medium-term and long-term leases, which provide for both income generation and growth potential over the longer term. Our investment strategy emphasizes durable income delivered through dependable monthly dividends.
Cole Capital is responsible for raising capital for, managing the affairs of and identifying and making acquisitions and investments on behalf of non-traded REITs sponsored indirectly by the Company (the “Managed REITs”) on a day-to-day basis. Cole Capital recommends to each of the Managed REIT’s respective board of directors an approach for providing investors with liquidity. We receive compensation and reimbursement for services relating to the Managed REITs’ offerings and the investment, management, financing and disposition of their respective assets, as applicable. Cole Capital allows us to generate earnings without the corresponding need to invest capital in that business or incur debt in order to fund or expand operations. Cole Capital also develops new REIT offerings and coordinates receipt of regulatory approvals from the SEC, the Financial Industry Regulatory Authority, Inc. and various jurisdictions for such offerings.
ARCP's common shares and Series F preferred shares trade on the NASDAQ Global Select Market under the tickers symbol “ARCP” and “ARCPP,” respectively.
Company Mission
Our mission is to provide our investors with durable income and growth potential while preserving investor capital through a professionally managed investment strategy focused on investment grade corporate tenants occupying properties subject to medium-term and long-term net leases in strategic locations. We believe this approach enables us to generate attractive risk-adjusted returns for our investors. Management adheres to a strict code of industry best practices designed to put the investor first and to align the interests of our stockholders with those of management. These practices include a best of class management team, properly sized equity raises, pay-for-performance, prudent use of leverage and coverage of distributions from cash flows generated by operations. Our Company culture is established on ethical values and a commitment to approaching every decision through the eyes of the investors we serve.
American Realty Capital Properties, Inc.
Company Information
Investment Strategy
Our investment strategy is designed to generate monthly dividends from a durable and predictable level of monthly rents paid by primarily investment grade rated and other credit-worthy tenants and to provide significant growth potential. We place a premium on stability of cash flow for our investors, and therefore sustain a portfolio blend of both medium-term and long-term lease durations. Our continued focus will be on expanding and diversifying our portfolio of high-quality, well located net leased properties by tenant, industry and geography, through further executing on our granular acquisition strategy. We intend to pursue an investment strategy that maximizes current cash flow and achieves sustainable long-term growth, thereby enhancing total return for our investors. We have advanced our investment objectives by growing our net lease portfolio not only through granular self-originated acquisitions, but through strategic mergers and acquisitions. On February 28, 2013, ARCP completed its merger with ARCT III; on June 27, 2013, ARCP acquired a large portfolio from affiliates of GE Capital; on November 5, 2013, ARCP acquired CapLease, Inc.; on January 3, 2014, ARCP acquired ARCT IV; on January 8, 2014, ARCP completed the acquisition of a large portfolio from affiliates of funds managed by Fortress Investment Group LLC; on February 7, 2014, ARCP acquired Cole Real Estate Investments, Inc. (“Cole”); on March 28, 2014, ARCP completed the acquisition of a large portfolio from Inland American Real Estate Trust, Inc.; and on May 19, 2014, ARCP acquired Cole Credit Property Trust, Inc. (“CCPT”).
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Senior Management | Board of Directors |
Nicholas S. Schorsch, Chief Executive Officer | Nicholas S. Schorsch, Chairman |
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David S. Kay, President* | Leslie D. Michelson, Lead Independent Director |
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Brian S. Block, Executive Vice President, Chief Financial Officer, Treasurer and Secretary | Governor Edward G. Rendell, Independent Director |
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Lisa Beeson, Executive Vice President and Chief Operating Officer | Scott J. Bowman, Independent Director |
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Richard A. Silfen, Executive Vice President and General Counsel | William G. Stanley, Independent Director |
| |
Lisa Pavelka McAlister, Senior Vice President and Chief Accounting Officer | Thomas A. Andruskevich, Independent Director |
| Bruce D. Frank, Independent Director |
____________________________________________________________
*Mr. Kay is scheduled to become Chief Executive Officer and Director on October 1, 2014. At such time, Mr. Schorsch will retain his role as Chairman.
Corporate Offices and Contact Information
405 Park Avenue, 15th Floor
New York, NY 10022
212-415-6500
www.arcpreit.com
Trading Symbols: ARCP, ARCPP
Stock Exchange Listing: NASDAQ Global Select Market
Transfer Agent
Computershare Trust Company, N.A.
250 Royall Street
Canton, MA 02021
800-736-3001
American Realty Capital Properties, Inc.
Company Information
Covering Analysts
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Bank of America Merrill Lynch | Ladenburg Thalmann |
Juan Sanabria | Dan Donlan |
646-855-1589 | 212-409-2056 |
juan.sanabria@baml.com | ddonlan@ladenburg.com |
| |
BMO | Oppenheimer & Co Inc. |
Paul Adornato / Josh Patinkin | Steve Manaker, CFA |
212-885-4170 / 312-845-2167 | 212-667-5950 |
paul.adornato@bmo.com / josh.patinkin@bmo.com | Stephen.Manaker@opco.com |
| |
Capital One Securities | Robert W. Baird & Co. |
Chris Lucas / Vineet Khanna | Jonathan Pong, CFA, CPA |
571-633-8151 / 571-835-7013 | 203-425-2740 |
christopher.lucas@capitalone.com / vineet.khanna@capitalone.com | jpong@rwbaird.com |
| |
Janney Montgomery Scott | Stifel Nicolaus |
Michael Gorman | Simon Yarmack, CFA |
215-665-6224 | 443-224-1345 |
mgorman@janney.com | yarmaks@stifel.com |
| |
JMP Securities | |
Mitch Germain | |
212-906-3546 | |
mgermain@jmpsecurities.com | |
American Realty Capital Properties, Inc.
Summary of Company and Financial Highlights
Company Highlights
Selected operating highlights for the quarter include:
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• | Increased Revenues: Increased revenues to $382.0 million, up 595.2% compared to the same period a year earlier. |
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• | Increased AFFO: Increased AFFO to $205.3 million, up 429.0% compared to the same period a year earlier, and increased AFFO per share to $0.24, up 26% compared to the same period a year earlier. |
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• | Pro Forma AFFO Run Rate: Pro forma normalized estimated AFFO run rate as of year-end 2014 of $1.18 to $1.20 per share including 2014 completed and announced transactions. This AFFO estimate does not include any balance sheet acquisitions in excess of our $4.5 billion 2014 guidance, no dispositions, no rent growth or G&A synergies for 2015 and assumes results for Cole Capital consistent with the Company’s 2014 projection. |
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• | Acquisitions: Completed $834.7 million of net lease acquisitions on the balance sheet and an additional $751.1 million of real estate assets on behalf of the Cole Capital managed funds. |
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• | Dispositions: Sold eight properties for total net proceeds of $40.8 million, for a year-to-date total of 25 properties sold for $96.4 million. |
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• | Cole Capital Equity Raise: Raised $161.0 million of capital on behalf of the managed REITs in the second quarter and $1.1 billion year-to-date as of June 30, 2014. |
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• | De-levered and Refinanced Debt: Refinanced $282.2 million in Q2 with an average maturity of 1.9 years and a weighted average interest rate of 3.5%; $1.0 billion refinanced year-to-date as of June 30, 2014 with an average maturity of 2.0 years and a weighted average interest rate of 4.7%. Pro forma net debt annualized adjusted EBITDA as of June 30, 2014 is 6.3x. |
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• | Improved Corporate Governance: Terminated our investment banking relationship with RCS Capital Corporation; took steps to eliminate independent directors’ presence on the boards of any non-traded real estate investment trusts sponsored by AR Capital, LLC (“ARC”); enhanced intellectual diversity and leadership by expanding our Board in 2014 with four new members including William Stanley, Thomas Andruskevich, Bruce Frank and David Kay (Mr. Kay’s appointment effective October 1) and establishing plans to add an additional independent director by year-end. In addition, our directors will opt-out of the Maryland Unsolicited Takeover Act (“MUTA”) allowing our stockholders the right to elect our entire Board of Directors at each annual meeting. |
Dividends
Maintained dividend at $1.00 per share on an annualized basis.
American Realty Capital Properties, Inc.
Selected Financial Information
(in 000’s, except per share data)
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| | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended |
| | June 30, 2014 | | March 31, 2014 | | December 31, 2013 | | September 30, 2013 | | June 30, 2013 |
Total revenues | | $ | 381,981 |
| | $ | 320,614 |
| | $ | 136,781 |
| | $ | 95,255 |
| | $ | 54,945 |
|
Net loss attributable to common stockholders | | $ | (63,419 | ) | | $ | (332,313 | ) | | $ | (184,869 | ) | | $ | (82,876 | ) | | $ | (72,191 | ) |
| | | | | | | | | | |
Basic and diluted net loss per share attributable to common stockholders | | $ | (0.08 | ) | | $ | (0.61 | ) | | $ | (0.80 | ) | | $ | (0.37 | ) | | $ | (0.36 | ) |
| | | | | | | | | | |
Funds from operations (FFO) | | $ | 174,661 |
| | $ | (189,776 | ) | | $ | (90,146 | ) | | $ | (20,648 | ) | | $ | (38,622 | ) |
Adjusted funds from operations (AFFO) | | $ | 205,278 |
| | $ | 147,780 |
| | $ | 89,824 |
| | $ | 71,750 |
| | $ | 38,803 |
|
| | | | | | | | | | |
General and administrative expenses | | $ | (19,063 | ) | | $ | (26,839 | ) | | $ | (4,404 | ) | | $ | (2,399 | ) | | $ | (2,361 | ) |
Interest expense, net | | $ | (99,635 | ) | | $ | (116,712 | ) | | $ | (57,472 | ) | | $ | (27,096 | ) | | $ | (11,068 | ) |
Straight-line revenue adjustment | | $ | 17,413 |
| | $ | 7,520 |
| | $ | 6,292 |
| | $ | 4,198 |
| | $ | 3,059 |
|
| | | | | | | | | | |
Dividends paid on common stock | | $ | 202,454 |
| | $ | 165,652 |
| | $ | 74,309 |
| | $ | 71,623 |
| | $ | 62,998 |
|
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| | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended |
| | June 30, 2014 | | March 31, 2014 | | December 31, 2013 | | September 30, 2013 | | June 30, 2013 |
Total real estate investments, at cost, including net investments in direct financing leases | | $ | 18,163,530 |
| | $ | 17,384,266 |
| | $ | 7,521,923 |
| | $ | 5,191,568 |
| | $ | 4,076,135 |
|
Total assets | | $ | 21,315,487 |
| | $ | 20,480,300 |
| | $ | 7,807,504 |
| | $ | 5,350,336 |
| | $ | 4,446,559 |
|
Total debt, excluding premiums and discounts | | $ | 9,721,425 |
| | $ | 10,170,089 |
| | $ | 4,243,404 |
| | $ | 1,882,990 |
| | $ | 872,042 |
|
Total equity | | $ | 10,594,490 |
| | $ | 9,260,587 |
| | $ | 2,253,234 |
| | $ | 2,264,860 |
| | $ | 2,413,827 |
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American Realty Capital Properties, Inc.
Consolidated Balance Sheets
(in 000’s, except share data)
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| | | | | | | | | | | | | | | | | | | | |
| | June 30, 2014 | | March 31, 2014 | | December 31, 2013 | | September 30, 2013 | | June 30, 2013 |
ASSETS | | | | | | | | | | |
Real estate investments, at cost: | | | | | | | | | | |
Land | | $ | 3,361,195 |
| | $ | 3,226,615 |
| | $ | 1,379,453 |
| | $ | 1,015,469 |
| | $ | 754,493 |
|
Buildings, fixtures and improvements | | 12,445,972 |
| | 11,841,722 |
| | 5,294,342 |
| | 3,550,300 |
| | 2,813,279 |
|
Land and construction in progress | | 62,594 |
| | 40,459 |
| | 22,230 |
| | — |
| | — |
|
Acquired intangible lease assets | | 2,231,675 |
| | 2,209,747 |
| | 759,786 |
| | 550,396 |
| | 431,953 |
|
Total real estate investments, at cost | | 18,101,436 |
| | 17,318,543 |
| | 7,455,811 |
| | 5,116,165 |
| | 3,999,725 |
|
Less: accumulated depreciation and amortization | | (661,005 | ) | | (422,355 | ) | | (267,352 | ) | | (179,103 | ) | | (116,670 | ) |
Total real estate investments, net | | 17,440,431 |
| | 16,896,188 |
| | 7,188,459 |
| | 4,937,062 |
| | 3,883,055 |
|
Investment in unconsolidated entities | | 102,047 |
| | 105,775 |
| | — |
| | — |
| | — |
|
Investment in direct financing leases, net | | 62,094 |
| | 65,723 |
| | 66,112 |
| | 75,403 |
| | 76,410 |
|
Investment securities, at fair value | | 219,204 |
| | 213,803 |
| | 62,067 |
| | 9,480 |
| | 78,002 |
|
Loans held for investment, net | | 97,587 |
| | 98,185 |
| | 26,279 |
| | — |
| | — |
|
Cash and cash equivalents | | 193,690 |
| | 83,067 |
| | 52,725 |
| | 188,226 |
| | 272,448 |
|
Restricted cash | | 69,544 |
| | 55,559 |
| | 35,881 |
| | 1,680 |
| | 1,576 |
|
Intangible assets, net | | 347,618 |
| | 371,634 |
| | — |
| | — |
| | — |
|
Deferred costs and other assets, net | | 405,056 |
| | 294,694 |
| | 279,261 |
| | 138,485 |
| | 135,068 |
|
Goodwill | | 2,304,880 |
| | 2,287,122 |
| | 96,720 |
| | — |
| | — |
|
Due from affiliates | | 73,336 |
| | 8,550 |
| | — |
| | — |
| | — |
|
Total assets | | $ | 21,315,487 |
| | $ | 20,480,300 |
| | $ | 7,807,504 |
| | $ | 5,350,336 |
| | $ | 4,446,559 |
|
| | | | | | | | | | |
LIABILITIES AND EQUITY | | | | |
| | |
| | | | |
Mortgage notes payable, net | | $ | 4,227,494 |
| | $ | 4,234,668 |
| | $ | 1,301,114 |
| | $ | 272,015 |
| | $ | 272,042 |
|
Corporate bonds, net | | 2,546,089 |
| | 2,545,884 |
| | — |
| | — |
| | — |
|
Convertible debt, net | | 975,003 |
| | 973,737 |
| | 972,490 |
| | 300,975 |
| | — |
|
Credit facilities | | 1,896,000 |
| | 2,415,800 |
| | 1,969,800 |
| | 1,310,000 |
| | 600,000 |
|
Convertible obligation to Series C Convertible Preferred stockholders | | — |
| | — |
| | — |
| | 449,827 |
| | 445,000 |
|
Contingent value rights obligation to preferred and common investors | | — |
| | — |
| | — |
| | 49,314 |
| | 31,134 |
|
Other debt, net | | 146,158 |
| | 148,809 |
| | 104,804 |
| | — |
| | — |
|
Below-market lease liabilities, net | | 283,518 |
| | 287,199 |
| | 77,789 |
| | 4,200 |
| | — |
|
Accounts payable and accrued expenses | | 154,741 |
| | 143,860 |
| | 808,489 |
| | 677,173 |
| | 666,582 |
|
Due to affiliates | | 218,023 |
| | 217 |
| | — |
| | — |
| | — |
|
Deferred rent, derivative and other liabilities | | 3,837 |
| | 195,826 |
| | 40,207 |
| | 12,090 |
| | 8,256 |
|
Distributions payable | | 835 |
| | 4,414 |
| | 10,278 |
| | 9,882 |
| | 9,718 |
|
Total liabilities | | 10,451,698 |
| | 10,950,414 |
| | 5,284,971 |
| | 3,085,476 |
| | 2,032,732 |
|
| | | | | | | | | | |
Series D Preferred stock | | 269,299 |
| | 269,299 |
| | 269,299 |
| | — |
| | — |
|
| | | | | | | | | | |
Series F Preferred stock | | 427 |
| | 427 |
| | 422 |
| | 422 |
| | 430 |
|
Common stock | | 9,079 |
| | 7,699 |
| | 2,392 |
| | 2,217 |
| | 2,214 |
|
Additional paid-in capital | | 11,904,537 |
| | 10,305,815 |
| | 2,939,287 |
| | 2,707,960 |
| | 2,703,048 |
|
Accumulated other comprehensive income | | 12,392 |
| | 13,397 |
| | 7,666 |
| | 4,885 |
| | 7,582 |
|
Accumulated deficit | | (1,628,354 | ) | | (1,365,467 | ) | | (864,516 | ) | | (602,209 | ) | | (447,677 | ) |
Total stockholders’ equity | | 10,298,081 |
| | 8,961,871 |
| | 2,085,251 |
| | 2,113,275 |
| | 2,265,597 |
|
Non-controlling interests | | 296,409 |
| | 298,716 |
| | 167,983 |
| | 151,585 |
| | 148,230 |
|
Total equity | | 10,594,490 |
| | 9,260,587 |
| | 2,253,234 |
| | 2,264,860 |
| | 2,413,827 |
|
Total liabilities and equity | | $ | 21,315,487 |
| | $ | 20,480,300 |
| | $ | 7,807,504 |
| | $ | 5,350,336 |
| | $ | 4,446,559 |
|
American Realty Capital Properties, Inc.
Consolidated Statements of Operations (1)
(in 000’s, except per share data)
|
| | | | | | | | | | | | | | | | | | | | |
| | Quarter Ended |
| | June 30, 2014 | | March 31, 2014 | | December 31, 2013 | | September 30, 2013 | | June 30, 2013 |
Revenues: | | | | | | | | | | |
Rental income | | $ | 314,843 |
| | $ | 244,445 |
| | $ | 126,802 |
| | $ | 89,729 |
| | $ | 52,664 |
|
Direct financing lease income | | 1,181 |
| | 1,006 |
| | 1,043 |
| | 1,201 |
| | — |
|
Operating expense reimbursements | | 28,545 |
| | 21,096 |
| | 8,936 |
| | 4,325 |
| | 2,281 |
|
Cole Capital revenue | | 37,412 |
| | 54,067 |
| | — |
| | — |
| | — |
|
Total revenues | | 381,981 |
| | 320,614 |
| | 136,781 |
| | 95,255 |
| | 54,945 |
|
Operating expenses: | | | | |
| | | | | | |
Cole Capital reallowed fees and commissions | | 7,068 |
| | 34,436 |
| | — |
| | — |
| | — |
|
Acquisition related | | 8,453 |
| | 11,884 |
| | 2,160 |
| | 26,948 |
| | 37,289 |
|
Merger and other transaction related | | 13,286 |
| | 222,192 |
| | 128,244 |
| | 5,913 |
| | 6,393 |
|
Property operating | | 39,372 |
| | 29,627 |
| | 18,191 |
| | 5,444 |
| | 3,086 |
|
General and administrative | | 19,063 |
| | 26,839 |
| | 4,404 |
| | 2,399 |
| | 2,361 |
|
Equity based compensation | | 9,338 |
| | 22,510 |
| | 23,461 |
| | 7,189 |
| | 3,458 |
|
Depreciation and amortization | | 258,993 |
| | 165,363 |
| | 90,787 |
| | 62,412 |
| | 33,752 |
|
Total operating expenses | | 355,573 |
| | 512,851 |
| | 267,247 |
| | 110,305 |
| | 86,339 |
|
Operating income (loss) | | 26,408 |
| | (192,237 | ) | | (130,466 | ) | | (15,050 | ) | | (31,394 | ) |
Other (expense) income: | | | | | | | | | | |
Interest expense, net | | (99,635 | ) | | (116,712 | ) | | (57,472 | ) | | (27,096 | ) | | (11,068 | ) |
Other income, net | | 6,526 |
| | 5,512 |
| | 179 |
| | 35 |
| | 1,167 |
|
Loss on contingent value rights | | — |
| | — |
| | 69,676 |
| | (38,542 | ) | | (31,134 | ) |
Gain (loss) on derivative instruments, net | | 21,926 |
| | (20,197 | ) | | (67,802 | ) | | (99 | ) | | (40 | ) |
Gain on disposition of properties, net | | 1,510 |
| | 2,979 |
| | — |
| | — |
| | — |
|
Loss on sale of investments in affiliates | | — |
| | — |
| | (411 | ) | | — |
| | — |
|
Gain on sale of investments | | — |
| | — |
| | — |
| | (2,246 | ) | | — |
|
Total other expenses, net | | (69,673 | ) | | (128,418 | ) | | (55,830 | ) | | (67,948 | ) | | (41,075 | ) |
Net loss from continuing operations | | (43,265 | ) | | (320,655 | ) | | (186,296 | ) | | (82,998 | ) | | (72,469 | ) |
Discontinued operations: | | | | | | | | | | |
Income from operations of held for sale properties | | — |
| | — |
| | (150 | ) | | 96 |
| | 36 |
|
Net loss from discontinued operations attributable to non-controlling interest | | — |
| | — |
| | 8 |
| | (5 | ) | | — |
|
Net loss from discontinued operations attributable to stockholders | | — |
| | — |
| | (142 | ) | | 91 |
| | 36 |
|
Net loss | | (43,265 | ) | | (320,655 | ) | | (186,446 | ) | | (82,902 | ) | | (72,433 | ) |
Net loss attributable to non-controlling interests | | 2,937 |
| | 11,974 |
| | 4,584 |
| | 225 |
| | 475 |
|
Net loss attributable to the Company | | (40,328 | ) | | (308,681 | ) | | (181,862 | ) | | (82,677 | ) | | (71,958 | ) |
Less: Dividends attributable to preferred shares | | 22,016 |
| | 22,427 |
| | 2,860 |
| | 53 |
| | 158 |
|
Less: Dividends attributable to participating securities | | 1,075 |
| | 1,205 |
| | 147 |
| | 146 |
| | 75 |
|
Net loss attributable to common stockholders | | $ | (63,419 | ) | | $ | (332,313 | ) | | $ | (184,869 | ) | | $ | (82,876 | ) | | $ | (72,191 | ) |
Basic and diluted net loss per share attributable to common stockholders | | $ | (0.08 | ) | | $ | (0.61 | ) | | $ | (0.80 | ) | | $ | (0.37 | ) | | $ | (0.36 | ) |
_______________________________________________
(1) Certain historical balances have been restated to reflect discontinued operations.
American Realty Capital Properties, Inc.
Funds from Operations and Adjusted Funds from Operations(1)
(in 000’s, except share and per share data)
|
| | | | | | | |
| Three Months Ended | | Six Months Ended |
| June 30, 2014 | | June 30, 2014 |
Total Company: | | | |
Net loss (in accordance with U.S. GAAP) | $ | (43,265 | ) | | $ | (363,920 | ) |
Dividends on Series F Preferred Stock | (17,773 | ) | | (35,416 | ) |
Adjusted net loss | (61,038 | ) | | (399,336 | ) |
Gain on disposition of properties | (1,510 | ) | | (4,489 | ) |
Depreciation and amortization of real estate assets | 234,089 |
| | 384,988 |
|
Depreciation and amortization of real estate assets in unconsolidated joint ventures | 3,120 |
| | 3,722 |
|
FFO - Total Company | 174,661 |
| | (15,115 | ) |
Acquisition related | 8,453 |
| | 20,337 |
|
Merger and other transaction related | 13,286 |
| | 235,478 |
|
Gain on derivative instruments, net | (21,926 | ) | | (1,729 | ) |
Amortization of premiums and discounts on debt and investments | (3,487 | ) | | (21,812 | ) |
Amortization of above- and below-market lease assets and liabilities | 2,133 |
| | 2,491 |
|
Net direct financing lease adjustments | 136 |
| | 527 |
|
Amortization and write off of deferred financing costs | 11,342 |
| | 61,256 |
|
Other amortization and depreciation | 24,750 |
| | 39,124 |
|
Loss on early extinguishment of debt | 3,985 |
| | 24,804 |
|
Straight-line rent | (17,413 | ) | | (24,933 | ) |
Non-cash equity compensation expense | 9,338 |
| | 31,848 |
|
Proportionate share of adjustments for unconsolidated joint ventures | 20 |
| | 782 |
|
AFFO - Total Company | $ | 205,278 |
| | $ | 353,058 |
|
| | | |
FFO Per Share | $ | 0.20 |
| | $ | (0.02 | ) |
AFFO Per Share | $ | 0.24 |
| | $ | 0.49 |
|
Weighted average shares, fully diluted | 869,094,216 |
| | 722,118,301 |
|
(1) FFO and AFFO are non-GAAP measures. See the Terms and Definitions section that begins on page 34 for a description of the Company’s non-GAAP measures.
American Realty Capital Properties, Inc.
Funds from Operations and Adjusted Funds from Operations(1)
(in 000’s, except share and per share data)
|
| | | | | | | |
| Three Months Ended | | Six Months Ended |
| June 30, 2014 | | June 30, 2014 |
REI Segment: | | | |
Net loss (in accordance with U.S. GAAP) - REI | $ | (46,414 | ) | | $ | (358,447 | ) |
Dividends on Series F Preferred Stock | (17,773 | ) | | (35,416 | ) |
Adjusted net loss | (64,187 | ) | | (393,863 | ) |
Gain on disposition of property | (1,510 | ) | | (4,489 | ) |
Depreciation and amortization of real estate assets | 234,089 |
| | 384,988 |
|
Depreciation and amortization of real estate assets in unconsolidated entities | 3,120 |
| | 3,722 |
|
FFO - REI | 171,512 |
| | (9,642 | ) |
Acquisition related | 8,453 |
| | 20,337 |
|
Merger and other transaction related | 13,286 |
| | 235,478 |
|
Gain on derivative instruments, net | (21,926 | ) | | (1,729 | ) |
Amortization of premiums and discounts on debt and investments | (3,487 | ) | | (21,812 | ) |
Amortization of above- and below-market lease assets and liabilities, net | 2,133 |
| | 2,491 |
|
Net direct financing lease adjustments | 136 |
| | 527 |
|
Amortization and write off of deferred financing costs | 11,342 |
| | 61,256 |
|
Other amortization and depreciation | 130 |
| | 235 |
|
Loss on early extinguishment of debt | 3,985 |
| | 24,804 |
|
Straight-line rent | (17,413 | ) | | (24,933 | ) |
Non-cash equity compensation expense | 9,338 |
| | 31,848 |
|
Proportionate share of adjustments for unconsolidated joint ventures | 20 |
| | 782 |
|
AFFO - REI | 177,509 |
| | 319,642 |
|
| | | |
FFO Per Share | $ | 0.20 |
| | $ | (0.01 | ) |
AFFO Per Share | $ | 0.21 |
| | $ | 0.44 |
|
| | | |
Cole Capital Segment: | | | |
Net loss (in accordance with U.S. GAAP) - Cole Capital | $ | 3,149 |
| | $ | (5,473 | ) |
FFO - Cole Capital | 3,149 |
| | (5,473 | ) |
Other amortization and depreciation | 24,620 |
| | 38,889 |
|
AFFO - Cole Capital | $ | 27,769 |
| | $ | 33,416 |
|
| | | |
FFO Per Share | $ | — |
| | $ | (0.01 | ) |
AFFO Per Share | $ | 0.03 |
| | $ | 0.05 |
|
(1) FFO and AFFO are non-GAAP measures. See the Terms and Definitions section that begins on page 34 for a description of the Company’s non-GAAP measures.
American Realty Capital Properties, Inc.
Common Stock Dividend Summary
(in 000’s, except per share data)
|
| | | | | | | | | | | | | | | | |
| | Dividends Paid | | |
Month | | Cash | | DRIP(1) | | Total Common Stock Dividends | | Dividends per share (annualized) (2) |
Jun-14 | | $ | 75,152 |
| | $ | — |
| | $ | 75,152 |
| | $ | 1.000 |
|
May-14 | | 63,654 |
| | — |
| | 63,654 |
| | 1.000 |
|
Apr-14 | | 63,648 |
| | — |
| | 63,648 |
| | 1.000 |
|
Q2 2014 | | 202,454 |
| | — |
| | 202,454 |
| | |
Mar-14 | | 63,771 |
| | — |
| | 63,771 |
| | 1.000 |
|
Feb-14(3) | | 83,216 |
| | — |
| | 83,216 |
| | 1.000 |
|
Jan-14 | | 18,665 |
| | — |
| | 18,665 |
| | 0.940 |
|
Q1 2014 | | 165,652 |
| | — |
| | 165,652 |
| | |
2014 to date | | $ | 368,106 |
| | $ | — |
| | $ | 368,106 |
| | |
| | | | | | | | |
Dec-13 | | $ | 25,420 |
| | $ | — |
| | $ | 25,420 |
| | $ | 0.940 |
|
Nov-13 | | 25,232 |
| | — |
| | 25,232 |
| | 0.910 |
|
Oct-13 | | 23,657 |
| | — |
| | 23,657 |
| | 0.910 |
|
Q4 2013 | | 74,309 |
| | — |
| | 74,309 |
| | |
Sept-13 | | 23,988 |
| | — |
| | 23,988 |
| | 0.910 |
|
Aug-13 | | 24,007 |
| | — |
| | 24,007 |
| | 0.910 |
|
Jul-13 | | 18,679 |
| | 4,949 |
| | 23,628 |
| | 0.910 |
|
Q3 2013 | | 66,674 |
| | 4,949 |
| | 71,623 |
| | |
Jun-13 | | 18,767 |
| | 5,092 |
| | 23,859 |
|
| 0.910 |
|
May-13 | | 16,239 |
| | 4,900 |
| | 21,139 |
|
| 0.900 |
|
Apr-13 | | 14,871 |
| | 3,129 |
| | 18,000 |
|
| 0.900 |
|
Q2 2013 | | 49,877 |
| | 13,121 |
| | 62,998 |
|
|
|
|
Mar-13 | | 13,061 |
| | 1,286 |
| | 14,347 |
| | 0.900 |
|
Feb-13 | | 10,984 |
| | 823 |
| | 11,807 |
| | 0.895 |
|
Jan-13 | | 6,056 |
| | 5,388 |
| | 11,444 |
| | 0.895 |
|
Q1 2013 | | 30,101 |
| | 7,497 |
| | 37,598 |
| | |
Total 2013 | | $ | 220,961 |
| | $ | 25,567 |
| | $ | 246,528 |
| | |
| | | | | | | | |
Total 2012 | | $ | 37,344 |
| | $ | 27,143 |
| | $ | 64,487 |
| | |
_______________________________________________
(1) DRIP means distribution reinvestment plan.
(2) Excludes distributions paid to ARCT III and ARCT IV stockholders prior to their merger with ARCP.
(3) Includes stub period dividends paid in connection with Cole merger.
American Realty Capital Properties, Inc.
Financial and Operational Statistics and Ratios
(in 000's, expect share and per share amounts)
|
| | | | |
Financial and Operational Statistics and Ratios | | As of June 30, 2014 and for the Quarter then Ended |
Debt(1) | | $ | 9,621,761 |
|
Cash and cash equivalents | | 193,690 |
|
Loans held for investment, net | | 97,587 |
|
Net debt | | $ | 9,330,484 |
|
| | |
Common shares outstanding | | 907,920,494 |
|
Fully diluted shares outstanding, excluding operating partnership units | | 929,655,502 |
|
Operating partnership units outstanding (2) | | 24,771,215 |
|
Long Term Incentive Plan Units (LTIP)(3) | | 1,074,470 |
|
Fully diluted shares outstanding | | 955,501,187 |
|
| | |
Implied equity market capitalization | | $ | 11,972,430 |
|
Debt(1) | | 9,621,761 |
|
Series F perpetual preferred at liquidation value | | 1,073,000 |
|
Total capitalization | | 22,667,191 |
|
Less: Cash and cash equivalents | | 193,690 |
|
Less: Loans held for investment, net | | 97,587 |
|
Enterprise value | | $ | 22,375,914 |
|
| | |
Net debt to total capitalization | | 41.2 | % |
Net debt to enterprise value | | 41.7 | % |
Annualized adjusted EBITDA (4) | | $ | 1,390,726 |
|
Net debt to annualized adjusted EBITDA (4) | | 6.7 |
|
Annualized adjusted EBITDA/annualized interest expense (4) | | 3.9 |
|
Annualized adjusted EBITDA/annualized fixed charges (4) | | 3.1 |
|
| | |
Stock price at end of period | | $ | 12.53 |
|
Annualized dividend declared per common share | | $ | 1.00 |
|
Dividend yield | | 7.98 | % |
Number of properties | | 3,966 |
|
Number of leases | | 5,262 |
|
Total rentable square feet (in 000's) | | 106,800 |
|
Net lease weighted average remaining lease term(5) | | 10.4 |
|
Percent of investment grade tenants | | 49 | % |
_______________________________________________
(1) Principal debt balance excluding secured repurchase agreements and secured term loan.
(2) Excludes 0.2 million Series F OP units.
(3) Represents the portion of LTIP units that are allocated earnings. Excludes 9.7 million LTIP units that are not allocated earnings.
(4) Annualized adjusted EBITDA and interest expense are non-GAAP measures. See the Definitions section that begins on page 34 for a description of the Company's non-GAAP measures.
(5) Excluding multi-tenant retail assets.
American Realty Capital Properties, Inc.
Debt Summary
(in 000’s)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Principal Payments Due on Debt Maturities: | | Total | | July 1 - December 31, 2014 | | 2015 | | 2016 | | 2017 | | 2018 | | Thereafter |
Mortgage notes payable | | $ | 4,125,621 |
| | $ | 104,043 |
| | $ | 270,843 |
| | $ | 250,881 |
| | $ | 522,655 |
| | $ | 252,292 |
| | $ | 2,724,907 |
|
Corporate bonds | | 2,550,000 |
| | — |
| | — |
| | — |
| | 1,300,000 |
| | — |
| | 1,250,000 |
|
Senior credit facility | | 1,896,000 |
| | — |
| | — |
| | — |
| | — |
| | 1,896,000 |
| | — |
|
Convertible debt | | 1,000,000 |
| | — |
| | — |
| | — |
| | — |
| | 597,500 |
| | 402,500 |
|
Other debt | | 149,804 |
| | 54,339 |
| | 11,862 |
| | 12,516 |
| | 7,680 |
| | 13,267 |
| | 50,140 |
|
Total | | $ | 9,721,425 |
| | $ | 158,382 |
| | $ | 282,705 |
| | $ | 263,397 |
| | $ | 1,830,335 |
| | $ | 2,759,059 |
| | $ | 4,427,547 |
|
|
| | | | | | | | | |
Debt Type | | Percentage of Total Debt | | Weighted Average Effective Interest Rate | | Weighted Average Maturity (years) |
Principal payments due on mortgage notes payable | | 42.4 | % | | 4.90 | % | | 6.0 |
|
Principal payments due on corporate bonds | | 26.3 | % | | 2.80 | % | | 4.6 |
|
Principal payments due on senior credit facility | | 19.5 | % | | 3.04 | % | | 4.0 |
|
Principal payments due on convertible debt | | 10.3 | % | | 3.30 | % | | 5.1 |
|
Principal payments due on other debt | | 1.5 | % | | 5.12 | % | | 7.4 |
|
Total | | 100.0 | % | | 3.67 | % | | 5.2 |
|
|
| | | | | | | | | |
Debt Type | | Percentage of Total Debt | | Weighted Average Effective Interest Rate | | Weighted Average Maturity (years) |
Total unsecured debt | | 57.1 | % | | 2.78 | % | | 4.6 |
|
Total secured debt | | 42.9 | % | | 4.86 | % | | 5.9 |
|
Total | | 100.0 | % | | 3.67 | % | | 5.2 |
|
| | | | | | |
Total fixed rate debt | | 89.9 | % | | 3.69 | % | | 5.4 |
|
Total floating rate debt | | 10.1 | % | | 1.58 | % | | 3.6 |
|
Total | | 100.0 | % | | 3.67 | % | | 5.2 |
|
American Realty Capital Properties, Inc.
Mortgage Notes Payable
|
| | | | | | | | | | | | | | |
Lender | | Maturity | | Balance (in 000's) | | Coupon Rate | | Effective Rate | | Payment Terms (1) |
Cantor Commercial Real Estate Lending, L.P. | | 1/6/2024 | | $ | 465,000 |
| | 4.97 | % | | 5.04 | % | | I/O |
Cantor Commercial Real Estate Lending, L.P. | | 1/6/2024 | | 155,000 |
| | 4.97 | % | | 5.04 | % | | I/O |
Wells Fargo Bank, National Association | | 1/1/2018 | | 133,025 |
| | 5.61 | % | | 5.69 | % | | I/O through 02/01/2016, then P&I |
The Royal Bank of Scotland Plc | | 5/1/2023 | | 124,300 |
| | 3.84 | % | | 3.89 | % | | I/O |
JPMorgan Chase Bank, N.A. | | 9/1/2020 | | 105,565 |
| | 5.55 | % | | 5.63 | % | | P&I |
Bank of America, N.A. | | 1/1/2017 | | 104,771 |
| | 6.30 | % | | 6.30 | % | | I/O |
U.S. Bank National Association | | 8/11/2015 | | 96,859 |
| | 6.32 | % | | 6.41 | % | | I/O |
Wells Fargo Bank, National Association | | 7/1/2022 | | 90,000 |
| | 4.50 | % | | 4.50 | % | | I/O |
Wells Fargo Bank, National Association | | 3/1/2023 | | 74,250 |
| | 4.23 | % | | 4.29 | % | | I/O |
Wells Fargo Bank, National Association | | 7/1/2022 | | 68,110 |
| | 4.54 | % | | 4.60 | % | | I/O |
Wells Fargo Bank, National Association | | 1/1/2023 | | 66,000 |
| | 4.24 | % | | 4.30 | % | | I/O |
Goldman Sachs Commercial Mortgage Capital, L.P. | | 6/6/2020 | | 63,600 |
| | 5.73 | % | | 5.81 | % | | I/O through 07/06/2015, then P&I |
Wells Fargo Bank, National Association | | 5/1/2021 | | 60,450 |
| | 5.54 | % | | 5.61 | % | | I/O |
PNC Bank, National Association | | 1/1/2019 | | 59,500 |
| | 4.10 | % | | 4.16 | % | | I/O |
New York State Teachers' Retirement System | | 3/1/2019 | | 55,000 |
| | 4.41 | % | | 4.41 | % | | I/O |
U.S. Bank National Association | | 11/11/2014 | | 54,415 |
| | 5.23 | % | | 5.30 | % | | I/O |
Citigroup Global Markets Realty Corp | | 5/6/2022 | | 54,300 |
| | 6.05 | % | | 6.13 | % | | I/O |
Wachovia Bank, National Association | | 9/11/2015 | | 53,798 |
| | 5.32 | % | | 5.39 | % | | P&I |
Bank of America, N.A. | | 1/1/2017 | | 51,836 |
| | 5.90 | % | | 5.90 | % | | I/O |
Capital One, N.A. | | 11/20/2019 | | 51,400 |
| | 3.27 | % | | 3.32 | % | | I/O through 11/01/2017, then P&I |
American General Life Insurance Company | | 11/1/2021 | | 51,250 |
| | 5.25 | % | | 5.25 | % | | I/O |
The Royal Bank of Scotland Plc | | 4/11/2015 | | 48,803 |
| | 7.07 | % | | 7.17 | % | | P&I |
Wells Fargo Bank, National Association | | 2/1/2017 | | 48,500 |
| | 3.75 | % | | 3.80 | % | | I/O |
JPMorgan Chase Bank, N.A. | | 5/1/2021 | | 46,910 |
| | 5.53 | % | | 5.61 | % | | I/O |
Goldman Sachs Commercial Mortgage Capital, L.P. | | 5/6/2021 | | 46,670 |
| | 5.92 | % | | 6.01 | % | | I/O |
U.S. Bank National Association | | 7/11/2016 | | 43,700 |
| | 6.03 | % | | 6.11 | % | | I/O |
JPMorgan Chase Bank, National Association | | 6/1/2023 | | 43,500 |
| | 3.75 | % | | 3.80 | % | | I/O |
Goldman Sachs Mortgage Company | | 12/6/2020 | | 43,000 |
| | 5.20 | % | | 5.27 | % | | I/O |
People's United Bank | | 4/1/2021 | | 42,500 |
| | 5.55 | % | | 5.63 | % | | I/O through 05/01/2016, then P&I |
Wells Fargo Bank, National Association | | 12/1/2018 | | 42,000 |
| | 4.62 | % | | 4.68 | % | | I/O |
JPMorgan Chase Bank, N.A. | | 6/1/2020 | | 41,610 |
| | 5.71 | % | | 5.79 | % | | I/O through 07/01/2015, then P&I |
Wells Fargo Bank, National Association | | 6/1/2022 | | 41,000 |
| | 4.73 | % | | 4.80 | % | | I/O |
Morgan Stanley Mortgage Capital Holdings LLC | | 1/1/2023 | | 40,800 |
| | 4.46 | % | | 4.52 | % | | I/O |
U.S. Bank National Association | | 7/1/2015 | | 39,680 |
| | 5.10 | % | | 5.17 | % | | P&I |
LaSalle Bank National Association | | 1/1/2016 | | 38,574 |
| | 5.68 | % | | 5.76 | % | | P&I |
JPMorgan Chase Bank, N.A. | | 11/1/2019 | | 38,500 |
| | 4.10 | % | | 4.15 | % | | I/O |
JPMorgan Chase Bank, N.A. | | 11/1/2017 | | 38,315 |
| | 6.34 | % | | 6.34 | % | | I/O |
Wells Fargo Bank, National Association | | 3/1/2017 | | 36,600 |
| | 3.76 | % | | 3.81 | % | | I/O |
PNC Bank, N.A. | | 9/1/2022 | | 34,250 |
| | 3.60 | % | | 3.65 | % | | I/O |
The Royal Bank of Scotland Plc | | 1/1/2021 | | 34,000 |
| | 5.48 | % | | 5.56 | % | | I/O |
The Prudential Insurance Company of America | | 7/5/2022 | | 33,000 |
| | 4.10 | % | | 4.10 | % | | I/O |
Jackson National Life Insurance Company | | 1/1/2020 | | 32,000 |
| | 5.54 | % | | 5.54 | % | | I/O through 01/01/2018, then P&I |
Goldman Sachs Mortgage Company | | 12/6/2020 | | 31,500 |
| | 5.25 | % | | 5.32 | % | | I/O |
BOKF, NA dba Bank of Oklahoma | | 7/29/2018 | | 30,317 |
| | 4.10 | % | | 4.16 | % | | I/O |
Oritani Bank | | 5/1/2024 | | 30,050 |
| | 3.25 | % | | 3.30 | % | | I/O through 05/01/2019, then P&I |
Goldman Sachs Mortgage Company | | 12/6/2020 | | 30,000 |
| | 5.25 | % | | 5.32 | % | | I/O |
American Realty Capital Properties, Inc.
Mortgage Notes Payable
|
| | | | | | | | | | | | | | |
Lender | | Maturity | | Balance (in 000's) | | Coupon Rate | | Effective Rate | | Payment Terms (1) |
Jackson National Life Insurance Company | | 10/1/2021 | | $ | 29,450 |
| | 4.25 | % | | 4.25 | % | | I/O through 11/01/2018, then P&I |
German American Capital Corporation | | 10/6/2022 | | 29,160 |
| | 4.48 | % | | 4.54 | % | | I/O |
PNC Bank, National Association | | 9/1/2022 | | 29,089 |
| | 4.00 | % | | 4.00 | % | | P&I |
LaSalle Bank National Association | | 1/1/2016 | | 28,963 |
| | 5.69 | % | | 5.77 | % | | I/O through 02/01/2015, then P&I |
German American Capital Corporation | | 10/6/2022 | | 28,440 |
| | 4.48 | % | | 4.54 | % | | I/O |
BOKF, NA dba Bank of Texas | | 7/31/2017 | | 28,350 |
| | 3.27 | % | | 3.32 | % | | I/O |
PNC Bank, National Association | | 6/1/2022 | | 27,750 |
| | 4.22 | % | | 4.28 | % | | I/O |
GS Commercial Real Estate LP | | 8/6/2019 | | 27,725 |
| | 4.73 | % | | 4.79 | % | | I/O |
Wells Fargo Bank, National Association | | 7/5/2017 | | 27,400 |
| | 3.52 | % | | 3.57 | % | | I/O |
Jackson National Life Insurance Company | | 7/1/2019 | | 27,200 |
| | 3.10 | % | | 3.10 | % | | I/O |
LaSalle Bank National Association | | 1/1/2017 | | 25,620 |
| | 5.81 | % | | 5.89 | % | | I/O |
Bank of America, N.A. | | 9/1/2017 | | 25,249 |
| | 5.28 | % | | 5.35 | % | | P&I |
Principal Life Insurance Company | | 3/1/2022 | | 24,750 |
| | 4.09 | % | | 4.09 | % | | I/O through 04/01/2019, then P&I |
Jackson National Life Insurance Company | | 2/1/2021 | | 24,000 |
| | 4.50 | % | | 4.50 | % | | I/O through 03/01/2018, then P&I |
Wells Fargo Bank, National Association | | 3/1/2017 | | 24,000 |
| | 5.34 | % | | 5.41 | % | | I/O |
Citigroup Global Markets Realty Corp | | 3/6/2022 | | 23,400 |
| | 5.49 | % | | 5.57 | % | | I/O |
UBS Real Estate Securities Inc. | | 1/6/2023 | | 22,700 |
| | 4.27 | % | | 4.33 | % | | I/O |
John Hancock Life Insurance Company | | 10/1/2022 | | 22,500 |
| | 4.04 | % | | 4.04 | % | | I/O |
Bank of America, N.A. | | 11/14/2014 | | 22,140 |
| | 1mo. Libor + 2.25% |
| | 2.44 | % | | I/O |
BOKF, NA dba Bank of Texas | | 12/31/2018 | | 21,766 |
| | 3.57 | % | | 3.62 | % | | I/O |
EquiTrust Life Insurance Company | | 5/1/2019 | | 20,796 |
| | 4.85 | % | | 4.85 | % | | I/O through 05/01/2015, then P&I |
U.S. Bank National Association | | 12/14/2014 | | 20,140 |
| | 1mo. Libor + 2.50% |
| | 2.72 | % | | I/O |
German American Capital Corp | | 6/6/2022 | | 20,056 |
| | 4.60 | % | | 4.66 | % | | P&I |
Aviva Life and Annuity Company | | 7/1/2021 | | 19,600 |
| | 5.02 | % | | 5.02 | % | | I/O through 08/01/2019, then P&I |
The Variable Annuity Life Insurance Company | | 1/1/2023 | | 19,525 |
| | 4.00 | % | | 4.00 | % | | I/O |
Morgan Stanley Mortgage Capital Holdings LLC | | 5/10/2021 | | 19,513 |
| | 5.67 | % | | 5.75 | % | | I/O |
Oritani Bank | | 5/1/2024 | | 18,889 |
| | 3.25 | % | | 3.30 | % | | I/O through 05/01/2019, then P&I |
The Royal Bank of Scotland Plc | | 3/1/2021 | | 18,100 |
| | 5.88 | % | | 5.96 | % | | I/O |
U.S. Bank National Association | | 12/11/2016 | | 17,500 |
| | 5.55 | % | | 5.63 | % | | I/O |
Life Insurance Company of the Southwest | | 7/10/2022 | | 17,035 |
| | 4.40 | % | | 4.40 | % | | I/O |
Life Insurance Company of the Southwest | | 1/10/2022 | | 17,000 |
| | 4.75 | % | | 4.75 | % | | I/O |
JPMorgan Chase Bank, National Association | | 5/1/2021 | | 16,810 |
| | 5.54 | % | | 5.61 | % | | P&I |
BOKF, NA dba Bank of Texas | | 7/31/2017 | | 16,555 |
| | 3.28 | % | | 3.32 | % | | I/O |
U.S. Bank National Association | | 1/11/2017 | | 16,200 |
| | 5.48 | % | | 5.56 | % | | I/O |
Wells Fargo Bank, National Association | | 3/20/2023 | | 16,174 |
| | 3.23 | % | | 3.23 | % | | I/O |
Wachovia Bank, National Association | | 12/11/2016 | | 16,043 |
| | 5.63 | % | | 5.71 | % | | I/O |
U.S. Bank National Association | | 5/1/2016 | | 15,057 |
| | 5.84 | % | | 5.92 | % | | P&I |
Oritani Bank | | 1/1/2023 | | 15,000 |
| | 3.75 | % | | 3.75 | % | | I/O through 01/01/2018, then P&I |
Wells Fargo Bank, National Association | | 7/15/2017 | | 14,516 |
| | 4.31 | % | | 4.37 | % | | P&I |
Morgan Stanley Mortgage Capital Holdings, LLC | | 6/1/2023 | | 14,500 |
| | 3.97 | % | | 4.02 | % | | I/O |
BOKF, NA dba Bank of Texas | | 12/31/2018 | | 14,150 |
| | 3.57 | % | | 3.62 | % | | I/O |
Wells Fargo Bank, National Association | | 3/1/2016 | | 13,500 |
| | 5.17 | % | | 5.24 | % | | I/O |
BOKF, NA dba Bank of Texas | | 12/31/2020 | | 13,420 |
| | 4.25 | % | | 4.31 | % | | I/O |
U.S. Bank National Association | | 7/1/2016 | | 13,209 |
| | 6.05 | % | | 6.13 | % | | P&I |
BOKF, NA dba Bank of Texas | | 7/13/2017 | | 12,725 |
| | 3.43 | % | | 3.48 | % | | I/O |
TCF National Bank | | 3/1/2016 | | 12,414 |
| | 1mo. Libor + 2.75% |
| | 2.94 | % | | I/O |
American Realty Capital Properties, Inc.
Mortgage Notes Payable
|
| | | | | | | | | | | | | | |
Lender | | Maturity | | Balance (in 000's) | | Coupon Rate | | Effective Rate | | Payment Terms (1) |
Goldman Sachs Commercial Mortgage Capital, L.P. | | 9/6/2017 | | $ | 12,270 |
| | 3.70 | % | | 3.75 | % | | I/O |
Customers Bank | | 12/1/2016 | | 11,940 |
| | 3.75 | % | | 3.80 | % | | I/O |
JPMorgan Chase Bank, N.A. | | 7/1/2020 | | 11,375 |
| | 5.50 | % | | 5.58 | % | | I/O through 08/01/2015, then P&I |
U.S. Bank National Association | | 2/11/2017 | | 10,332 |
| | 5.68 | % | | 5.76 | % | | I/O |
U.S. Bank National Association | | 11/11/2016 | | 10,137 |
| | 5.50 | % | | 5.58 | % | | I/O |
40/86 Mortgage Capital, Inc. | | 1/1/2019 | | 10,050 |
| | 5.00 | % | | 5.00 | % | | I/O |
Monumental Life Insurance Company | | 4/1/2023 | | 9,971 |
| | 3.95 | % | | 3.95 | % | | I/O through 05/01/2014, then P&I |
Wachovia Bank, National Association | | 6/11/2016 | | 8,625 |
| | 6.56 | % | | 6.65 | % | | I/O |
Transamerica Life Insurance Company | | 8/1/2030 | | 7,896 |
| | 5.57 | % | | 5.57 | % | | P&I |
Transamerica Life Insurance Company | | 8/1/2030 | | 7,056 |
| | 5.32 | % | | 5.32 | % | | P&I |
U.S. Bank National Association | | 5/11/2017 | | 6,262 |
| | 5.45 | % | | 5.53 | % | | I/O |
Customers Bank | | 8/16/2017 | | 5,500 |
| | 3.63 | % | | 3.68 | % | | I/O |
BOKF, NA dba Bank of Texas | | 10/31/2016 | | 5,060 |
| | 3.70 | % | | 3.75 | % | | I/O |
Wells Fargo Bank, National Association | | 12/1/2016 | | 4,964 |
| | 5.99 | % | | 6.07 | % | | I/O through 01/01/2007, then P&I |
Wells Fargo Bank, National Association | | 3/1/2017 | | 4,800 |
| | 3.76 | % | | 3.81 | % | | I/O |
Wachovia Bank, National Association | | 7/11/2015 | | 3,406 |
| | 5.55 | % | | 5.63 | % | | I/O |
Wachovia Bank, National Association | | 7/11/2015 | | 3,151 |
| | 5.42 | % | | 5.50 | % | | I/O |
Wachovia Bank, National Association | | 8/11/2015 | | 3,137 |
| | 5.63 | % | | 5.71 | % | | I/O |
Life Insurance Company of the Southwest | | 1/10/2022 | | 3,025 |
| | 4.75 | % | | 4.75 | % | | I/O |
Life Insurance Company of the Southwest | | 1/10/2022 | | 2,940 |
| | 4.75 | % | | 4.75 | % | | I/O |
Wachovia Bank, National Association | | 7/11/2015 | | 2,773 |
| | 5.55 | % | | 5.63 | % | | I/O |
Caplease, LP | | 4/15/2019 | | 2,155 |
| | 5.40 | % | | 5.48 | % | | I/O |
Capital Lease Funding, LLC | | 7/15/2018 | | 2,019 |
| | 7.20 | % | | 7.20 | % | | P&I |
Wachovia Bank, National Association | | 3/11/2015 | | 1,736 |
| | 5.27 | % | | 5.34 | % | | I/O |
Wachovia Bank, National Association | | 8/11/2015 | | 1,687 |
| | 5.64 | % | | 5.72 | % | | I/O |
Bear Stearns Commercial Mortgage, Inc. | | 9/1/2017 | | 1,677 |
| | 5.88 | % | | 5.97 | % | | I/O |
Wachovia Bank, National Association | | 5/11/2015 | | 1,658 |
| | 5.45 | % | | 5.53 | % | | I/O |
CapLease Debt Funding, LP | | 12/11/2016 | | 1,638 |
| | 6.18 | % | | 6.27 | % | | I/O |
BOKF, NA dba Bank of Texas | | 4/12/2018 | | 1,562 |
| | 3.39 | % | | 3.44 | % | | I/O |
Wachovia Bank, National Association | | 9/11/2015 | | 1,388 |
| | 5.53 | % | | 5.61 | % | | I/O |
Wachovia Bank, National Association | | 8/11/2015 | | 1,187 |
| | 5.64 | % | | 5.72 | % | | I/O |
CapLease Debt Funding, LP | | 12/11/2015 | | 996 |
| | 5.83 | % | | 5.91 | % | | I/O |
BOKF, NA dba Bank of Texas | | 4/12/2018 | | 562 |
| | 3.39 | % | | 3.44 | % | | I/O |
Transamerica Life Insurance Company | | 8/1/2030 | | 399 |
| | 5.93 | % | | 5.93 | % | | P&I |
| | | | $ | 4,125,621 |
| | 4.90 | % | | 4.95 | % | | |
_______________________________________________
(1) IO means only interest is due monthly with the principal at due maturity; P&I means both principal and interest are due monthly.
American Realty Capital Properties, Inc.
Summary of Debt Covenants
The following is a summary of key financial covenants for the Company's senior unsecured credit facility and senior unsecured notes, as defined and calculated per the terms of the facility's credit agreement and the notes offering document, respectively. These calculations, which are not based on U.S. GAAP measurements, are presented to investors to show our ability to incur additional debt only and are not measures of our liquidity or performance.
|
| | | | |
Senior Unsecured Credit Facility Key Covenants (1) | | Required | | June 30, 2014 |
Maximum leverage ratio | | ≤ 60% | | 43.1% |
Minimum fixed charge coverage | | > 1.5x | | 2.45x |
Secured leverage ratio | | ≤ 45% | | 19.22% |
Total unencumbered asset value ratio | | ≤ 60% | | 44.6% |
Minimum tangible net worth covenant | | ≥ $5.50B | | $8.62B |
Minimum unencumbered interest coverage ratio | | ≥1.75x | | 5.02x |
|
| | | | |
Senior Unsecured Notes Key Covenants (1) | | Required | | June 30, 2014 |
Limitation on incurrence of total debt | | ≤ 65% | | 50.8% |
Limitation on incurrence of secured debt | | ≤ 40% | | 21.8% |
Debt service coverage | | ≥1.5x | | 2.5x |
Maintenance of total unencumbered assets | | ≥150% | | 224.2% |
_______________________________________________
(1) As of June 30, 2014, the Company was in compliance with all covenants based on the covenant limits and calculations in place at that time.
American Realty Capital Properties, Inc.
Top 10 Concentrations
Tenant Concentration |
| | | | | | | | | | | | | | | | | | |
Tenant | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio | | Investment Rating |
Walgreens | | 125 |
| | 1,814,829 |
| | 1.70 | % | | $ | 45,460 |
| | 3.47 | % | | BBB |
CVS | | 113 |
| | 1,571,531 |
| | 1.47 | % | | 36,518 |
| | 2.79 | % | | BBB+ |
Dollar General | | 397 |
| | 3,667,670 |
| | 3.43 | % | | 33,244 |
| | 2.54 | % | | BBB- |
FedEx | | 54 |
| | 3,106,761 |
| | 2.91 | % | | 30,939 |
| | 2.36 | % | | BBB |
Family Dollar | | 293 |
| | 2,370,811 |
| | 2.22 | % | | 25,634 |
| | 1.96 | % | | BBB- |
Albertson's | | 34 |
| | 1,973,485 |
| | 1.85 | % | | 24,714 |
| | 1.89 | % | | B |
Petsmart | | 43 |
| | 1,312,119 |
| | 1.23 | % | | 24,515 |
| | 1.87 | % | | BB+ |
GSA | | 25 |
| | 1,029,774 |
| | 0.96 | % | | 24,134 |
| | 1.84 | % | | AA+ |
Citizens Bank | | 190 |
| | 973,241 |
| | 0.91 | % | | 22,873 |
| | 1.75 | % | | A- |
AT&T | | 13 |
| | 1,228,714 |
| | 1.15 | % | | 22,778 |
| | 1.74 | % | | A- |
| | 1,287 |
| | 19,048,935 |
| | 17.84 | % | | $ | 290,809 |
| | 22.21 | % | | |
Tenant Industry Concentration
|
| | | | | | | | | | | | | | | | |
Industry | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Restaurants - Quick Service Restaurant | | 1,324 |
| | 4,649,072 |
| | 4.35 | % | | $ | 129,417 |
| | 9.87 | % |
Retail - Discount | | 778 |
| | 10,845,290 |
| | 10.16 | % | | 99,028 |
| | 7.56 | % |
Retail - Pharmacy | | 277 |
| | 3,866,350 |
| | 3.62 | % | | 92,400 |
| | 7.05 | % |
Retail - Grocery & Supermarket | | 106 |
| | 6,562,491 |
| | 6.15 | % | | 74,417 |
| | 5.68 | % |
Restaurants - Casual Dining | | 380 |
| | 2,318,584 |
| | 2.17 | % | | 73,240 |
| | 5.59 | % |
Retail - Home & Garden | | 126 |
| | 8,367,957 |
| | 7.84 | % | | 62,054 |
| | 4.73 | % |
Finance - Banking | | 302 |
| | 1,891,938 |
| | 1.77 | % | | 43,638 |
| | 3.33 | % |
Logistics - Postal & Delivery Services | | 62 |
| | 4,087,784 |
| | 3.83 | % | | 36,169 |
| | 2.76 | % |
Retail - Apparel & Jewelry | | 126 |
| | 2,358,768 |
| | 2.21 | % | | 29,730 |
| | 2.27 | % |
Information & Communications - Telecommunications | | 49 |
| | 1,481,719 |
| | 1.39 | % | | 29,196 |
| | 2.23 | % |
| | 3,530 |
| | 46,429,953 |
| | 43.49 | % | | $ | 669,289 |
| | 51.07 | % |
Geographic Concentration
|
| | | | | | | | | | | | | | | | |
State | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Texas | | 723 |
| | 12,095,672 |
| | 11.33 | % | | $ | 168,894 |
| | 12.89 | % |
California | | 204 |
| | 6,442,115 |
| | 6.03 | % | | 84,112 |
| | 6.42 | % |
Illinois | | 251 |
| | 6,149,881 |
| | 5.76 | % | | 80,129 |
| | 6.11 | % |
Florida | | 434 |
| | 5,889,900 |
| | 5.52 | % | | 77,670 |
| | 5.93 | % |
Georgia | | 333 |
| | 5,761,633 |
| | 5.40 | % | | 73,105 |
| | 5.58 | % |
Arizona | | 163 |
| | 3,314,267 |
| | 3.10 | % | | 56,636 |
| | 4.32 | % |
Pennsylvania | | 153 |
| | 5,517,489 |
| | 5.17 | % | | 50,442 |
| | 3.85 | % |
Ohio | | 270 |
| | 5,802,928 |
| | 5.43 | % | | 49,920 |
| | 3.81 | % |
Michigan | | 266 |
| | 3,459,758 |
| | 3.24 | % | | 45,818 |
| | 3.50 | % |
Indiana | | 129 |
| | 5,783,393 |
| | 5.42 | % | | 41,151 |
| | 3.14 | % |
| | 2,926 |
| | 60,217,036 |
| | 56.40 | % | | $ | 727,877 |
| | 55.55 | % |
American Realty Capital Properties, Inc.
Tenants Comprising Over 1% of Annualized Rental Income
|
| | | | | | | | | | | | | | | | | | |
Tenant | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio | | Investment Rating |
Walgreens | | 125 |
| | 1,814,829 |
| | 1.70 | % | | $ | 45,460 |
| | 3.47 | % | | BBB |
CVS | | 113 |
| | 1,571,531 |
| | 1.47 | % | | 36,518 |
| | 2.79 | % | | BBB+ |
Dollar General | | 397 |
| | 3,667,670 |
| | 3.43 | % | | 33,244 |
| | 2.54 | % | | BBB- |
FedEx | | 54 |
| | 3,106,761 |
| | 2.91 | % | | 30,939 |
| | 2.36 | % | | BBB |
Family Dollar | | 293 |
| | 2,370,811 |
| | 2.22 | % | | 25,634 |
| | 1.96 | % | | BBB- |
Albertson's | | 34 |
| | 1,973,485 |
| | 1.85 | % | | 24,714 |
| | 1.89 | % | | B |
Petsmart | | 43 |
| | 1,312,119 |
| | 1.23 | % | | 24,515 |
| | 1.87 | % | | BB+ |
GSA | | 25 |
| | 1,029,774 |
| | 0.96 | % | | 24,134 |
| | 1.84 | % | | AA+ |
Citizens Bank | | 190 |
| | 973,241 |
| | 0.91 | % | | 22,873 |
| | 1.75 | % | | A- |
AT&T | | 13 |
| | 1,228,714 |
| | 1.15 | % | | 22,778 |
| | 1.74 | % | | A- |
BJ's Wholesale Club | | 15 |
| | 2,461,520 |
| | 2.31 | % | | 21,984 |
| | 1.68 | % | | B- |
AON | | 8 |
| | 1,203,066 |
| | 1.13 | % | | 18,154 |
| | 1.39 | % | | A- |
Wal-Mart | | 12 |
| | 2,206,974 |
| | 2.07 | % | | 16,828 |
| | 1.28 | % | | AA |
Goodyear Tire & Rubber | | 10 |
| | 4,727,594 |
| | 4.43 | % | | 16,550 |
| | 1.26 | % | | BB- |
Lowe's | | 17 |
| | 2,259,397 |
| | 2.12 | % | | 16,505 |
| | 1.26 | % | | A- |
Tractor Supply | | 61 |
| | 1,284,894 |
| | 1.20 | % | | 16,201 |
| | 1.24 | % | | NR |
L.A. Fitness | | 19 |
| | 839,001 |
| | 0.79 | % | | 15,990 |
| | 1.22 | % | | NR |
Apollo Group | | 1 |
| | 599,664 |
| | 0.56 | % | | 14,951 |
| | 1.14 | % | | NR |
Home Depot | | 12 |
| | 2,161,832 |
| | 2.02 | % | | 14,253 |
| | 1.09 | % | | A |
Amazon | | 3 |
| | 3,048,444 |
| | 2.85 | % | | 14,159 |
| | 1.08 | % | | AA- |
Kohl's | | 19 |
| �� | 1,496,568 |
| | 1.40 | % | | 13,139 |
| | 1.00 | % | | BBB+ |
| | 1,464 |
| | 41,337,889 |
| | 38.71 | % | | $ | 469,523 |
| | 35.85 | % | | |
American Realty Capital Properties, Inc.
Tenant Industry Diversification
|
| | | | | | | | | | | | | | | | |
Industry | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Accommodation & Food Services - Hotels, Motels & Inns | | 1 |
| | 9,513 |
| | — | % | | $ | 228 |
| | — | % |
Administrative & Support Services - Collection & Credit | | 1 |
| | 177,893 |
| | 0.2 | % | | 2,696 |
| | 0.2 | % |
Administrative & Support Services - Employment & Office Maintenance | | 5 |
| | 134,617 |
| | 0.1 | % | | 597 |
| | — | % |
Agricultural - Crop Farming | | 2 |
| | 137,520 |
| | 0.1 | % | | 1,245 |
| | 0.1 | % |
Construction - Commercial | | 1 |
| | 27,115 |
| | — | % | | 344 |
| | — | % |
Education - Colleges & Universities | | 1 |
| | 599,664 |
| | 0.6 | % | | 14,951 |
| | 1.1 | % |
Education - Other | | 9 |
| | 1,309,454 |
| | 1.2 | % | | 6,065 |
| | 0.5 | % |
Entertainment & Recreation - Fitness | | 33 |
| | 1,113,102 |
| | 1.0 | % | | 21,434 |
| | 1.6 | % |
Finance - Banking | | 302 |
| | 1,891,938 |
| | 1.8 | % | | 43,638 |
| | 3.3 | % |
Finance - Credit Card & Consumer Lending | | 32 |
| | 403,772 |
| | 0.4 | % | | 7,803 |
| | 0.6 | % |
Finance - Investment, Securities & Commodity | | 13 |
| | 913,739 |
| | 0.9 | % | | 18,510 |
| | 1.4 | % |
Finance - Other | | 1 |
| | 11,330 |
| | — | % | | 198 |
| | — | % |
Government & Public Services - Education | | 2 |
| | 117,106 |
| | 0.1 | % | | 1,157 |
| | 0.1 | % |
Government & Public Services - Health | | 1 |
| | 65,536 |
| | 0.1 | % | | 4,744 |
| | 0.4 | % |
Government & Public Services - Legal | | 1 |
| | 3,528 |
| | — | % | | 120 |
| | — | % |
Government & Public Services - National Security | | 1 |
| | 4,700 |
| | — | % | | 78 |
| | — | % |
Government & Public Services - Other | | 29 |
| | 1,103,755 |
| | 1.0 | % | | 25,518 |
| | 1.9 | % |
Government & Public Services - Police & Correctional | | 1 |
| | 1,286 |
| | — | % | | — |
| | — | % |
Healthcare - Childcare & Development | | 9 |
| | 69,025 |
| | 0.1 | % | | 947 |
| | 0.1 | % |
Healthcare - Dental | | 27 |
| | 74,877 |
| | 0.1 | % | | 1,825 |
| | 0.1 | % |
Healthcare - Emergency & Medical Centers | | 64 |
| | 836,831 |
| | 0.8 | % | | 16,983 |
| | 1.3 | % |
Healthcare - Laboratories & Diagnostics | | 3 |
| | 245,117 |
| | 0.2 | % | | 3,165 |
| | 0.2 | % |
Healthcare - Medical | | 9 |
| | 42,509 |
| | — | % | | 895 |
| | 0.1 | % |
Healthcare - Optometry | | 18 |
| | 55,278 |
| | 0.1 | % | | 1,287 |
| | 0.1 | % |
Healthcare - Other | | 5 |
| | 544,650 |
| | 0.5 | % | | 8,458 |
| | 0.6 | % |
Information & Communications - Other | | 3 |
| | 130,591 |
| | 0.1 | % | | 1,475 |
| | 0.1 | % |
Information & Communications - Telecommunications | | 49 |
| | 1,481,719 |
| | 1.4 | % | | 29,196 |
| | 2.2 | % |
Insurance - Life | | 4 |
| | 320,562 |
| | 0.3 | % | | 6,796 |
| | 0.5 | % |
Insurance - Medical | | 6 |
| | 865,993 |
| | 0.8 | % | | 18,839 |
| | 1.4 | % |
Insurance - Other | | 1 |
| | 11,502 |
| | — | % | | 158 |
| | — | % |
Insurance - Property | | 14 |
| | 980,793 |
| | 0.9 | % | | 15,369 |
| | 1.2 | % |
Logistics - Other | | 2 |
| | 168,462 |
| | 0.2 | % | | 1,383 |
| | 0.1 | % |
Logistics - Packaging | | 1 |
| | 221,035 |
| | 0.2 | % | | 1,480 |
| | 0.1 | % |
Logistics - Postal & Delivery Services | | 62 |
| | 4,087,784 |
| | 3.8 | % | | 36,169 |
| | 2.8 | % |
Logistics - Warehousing & Storage | | 2 |
| | 326,975 |
| | 0.3 | % | | 2,173 |
| | 0.2 | % |
Manufacturing - Aircraft & Aerospace | | 5 |
| | 1,314,890 |
| | 1.2 | % | | 25,449 |
| | 1.9 | % |
Manufacturing - Chemicals | | 1 |
| | 120,000 |
| | 0.1 | % | | 2,510 |
| | 0.2 | % |
Manufacturing - Construction Materials | | 3 |
| | 737,645 |
| | 0.7 | % | | 2,595 |
| | 0.2 | % |
Manufacturing - Consumer Products | | 15 |
| | 7,044,383 |
| | 6.6 | % | | 23,330 |
| | 1.8 | % |
Manufacturing - Electronics & Computer | | 1 |
| | 121,623 |
| | 0.1 | % | | 1,899 |
| | 0.1 | % |
Manufacturing - Food | | 8 |
| | 4,773,196 |
| | 4.5 | % | | 24,969 |
| | 1.9 | % |
Manufacturing - Household & Office Equipment & Goods | | 2 |
| | 299,766 |
| | 0.3 | % | | 2,053 |
| | 0.2 | % |
Manufacturing - HVAC | | 1 |
| | 105,074 |
| | 0.1 | % | | 1,497 |
| | 0.1 | % |
Manufacturing - Machinery & Heavy Equipment | | 9 |
| | 925,879 |
| | 0.9 | % | | 6,151 |
| | 0.5 | % |
Manufacturing - Medical | | 5 |
| | 719,947 |
| | 0.7 | % | | 15,352 |
| | 1.2 | % |
Manufacturing - Metals | | 1 |
| | 139,000 |
| | 0.1 | % | | 637 |
| | — | % |
American Realty Capital Properties, Inc.
Tenant Industry Diversification
|
| | | | | | | | | | | | | | | | |
Industry | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Manufacturing - Motor Vehicle | | 3 |
| | 1,150,242 |
| | 1.1 | % | | $ | 4,602 |
| | 0.4 | % |
Manufacturing - Other | | 6 |
| | 655,076 |
| | 0.6 | % | | 4,708 |
| | 0.4 | % |
Manufacturing - Tools & Hardware | | 4 |
| | 382,906 |
| | 0.4 | % | | 2,263 |
| | 0.2 | % |
Mining & Natural Resources - Petroleum, Gas & Coal | | 15 |
| | 758,667 |
| | 0.7 | % | | 15,382 |
| | 1.2 | % |
Other Services - Automotive | | 13 |
| | 4,739,112 |
| | 4.4 | % | | 16,824 |
| | 1.3 | % |
Other Services - Beauty Salons & Spas | | 119 |
| | 198,242 |
| | 0.2 | % | | 4,870 |
| | 0.4 | % |
Other Services - Consumer Goods Repair | | 1 |
| | 980 |
| | — | % | | 20 |
| | — | % |
Other Services - Diet & Weight | | 7 |
| | 12,943 |
| | — | % | | 210 |
| | — | % |
Other Services - Dry Cleaning, Laundry & Alterations | | 11 |
| | 17,841 |
| | — | % | | 384 |
| | — | % |
Other Services - Non-Profit Organizations | | 1 |
| | 8,512 |
| | — | % | | 241 |
| | — | % |
Other Services - Pet Care | | 1 |
| | 3,726 |
| | — | % | | 49 |
| | — | % |
Other Services - Photography | | 2 |
| | 5,011 |
| | — | % | | 107 |
| | — | % |
Professional Services - Accounting & Tax | | 8 |
| | 12,520 |
| | — | % | | 302 |
| | — | % |
Professional Services - Administrative & Management Consulting | | 14 |
| | 1,662,720 |
| | 1.6 | % | | 24,739 |
| | 1.9 | % |
Professional Services - Advertising | | 2 |
| | 24,847 |
| | — | % | | 467 |
| | — | % |
Professional Services - Architecture & Engineering | | 13 |
| | 431,252 |
| | 0.4 | % | | 4,754 |
| | 0.4 | % |
Professional Services - Computer & Technology | | 7 |
| | 815,862 |
| | 0.8 | % | | 12,354 |
| | 0.9 | % |
Professional Services - Legal & Title | | 3 |
| | 25,544 |
| | — | % | | 428 |
| | — | % |
Professional Services - Media | | 3 |
| | 220,006 |
| | 0.2 | % | | 2,862 |
| | 0.2 | % |
Professional Services - Other | | 26 |
| | 964,804 |
| | 0.9 | % | | 8,932 |
| | 0.7 | % |
Professional Services - Research & Development | | 3 |
| | 203,764 |
| | 0.2 | % | | 2,411 |
| | 0.2 | % |
Real Estate - Other | | 2 |
| | 5,400 |
| | — | % | | 98 |
| | — | % |
Real Estate - Property Management | | 2 |
| | 39,859 |
| | — | % | | 609 |
| | — | % |
Rental - Commercial Equipment Rental | | 1 |
| | 6,450 |
| | — | % | | 111 |
| | — | % |
Rental - Consumer Goods Rental | | 41 |
| | 664,800 |
| | 0.6 | % | | 5,193 |
| | 0.4 | % |
Rental - Motor Vehicle Leasing | | 1 |
| | 23,360 |
| | — | % | | 1,305 |
| | 0.1 | % |
Restaurants - Casual Dining | | 380 |
| | 2,318,584 |
| | 2.2 | % | | 73,240 |
| | 5.6 | % |
Restaurants - Family Dining | | 130 |
| | 711,176 |
| | 0.7 | % | | 18,707 |
| | 1.4 | % |
Restaurants - Other | | 42 |
| | 73,834 |
| | 0.1 | % | | 1,961 |
| | 0.2 | % |
Restaurants - Premium Dining | | 6 |
| | 26,616 |
| | — | % | | 873 |
| | 0.1 | % |
Restaurants - Quick Service | | 1,324 |
| | 4,649,072 |
| | 4.4 | % | | 129,417 |
| | 9.9 | % |
Retail - Apparel & Jewelry | | 126 |
| | 2,358,768 |
| | 2.2 | % | | 29,730 |
| | 2.3 | % |
Retail - Automotive | | 147 |
| | 1,156,909 |
| | 1.1 | % | | 20,428 |
| | 1.6 | % |
Retail - Department Stores | | 28 |
| | 2,262,724 |
| | 2.1 | % | | 15,104 |
| | 1.2 | % |
Retail - Discount | | 778 |
| | 10,845,290 |
| | 10.2 | % | | 99,028 |
| | 7.6 | % |
Retail - Electronics & Appliances | | 39 |
| | 1,031,262 |
| | 1.0 | % | | 14,634 |
| | 1.1 | % |
Retail - Gas & Convenience | | 126 |
| | 525,654 |
| | 0.5 | % | | 27,200 |
| | 2.1 | % |
Retail - Grocery & Supermarket | | 106 |
| | 6,562,491 |
| | 6.1 | % | | 74,417 |
| | 5.7 | % |
Retail - Hobby, Books & Music | | 57 |
| | 1,230,151 |
| | 1.2 | % | | 12,663 |
| | 1.0 | % |
Retail - Home & Garden | | 126 |
| | 8,367,957 |
| | 7.8 | % | | 62,054 |
| | 4.7 | % |
Retail - Home Furnishings | | 60 |
| | 567,583 |
| | 0.5 | % | | 10,133 |
| | 0.8 | % |
Retail - Internet | | 3 |
| | 3,048,444 |
| | 2.9 | % | | 14,159 |
| | 1.1 | % |
Retail - Office Supply | | 22 |
| | 395,420 |
| | 0.4 | % | | 5,781 |
| | 0.4 | % |
Retail - Pet Supply | | 54 |
| | 1,446,993 |
| | 1.4 | % | | 26,596 |
| | 2.0 | % |
Retail - Pharmacy | | 277 |
| | 3,866,350 |
| | 3.6 | % | | 92,400 |
| | 7.0 | % |
Retail - Specialty (Other) | | 105 |
| | 1,154,703 |
| | 1.1 | % | | 15,272 |
| | 1.2 | % |
Retail - Sporting Goods | | 40 |
| | 1,977,763 |
| | 1.9 | % | | 22,270 |
| | 1.7 | % |
Retail - Warehouse Clubs | | 19 |
| | 2,998,676 |
| | 2.8 | % | | 27,095 |
| | 2.1 | % |
American Realty Capital Properties, Inc.
Tenant Industry Diversification
|
| | | | | | | | | | | | | | | | |
Industry | | Number of Leases | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Transportation - Freight | | 1 |
| | 49,920 |
| | — | % | | $ | 6 |
| | — | % |
Utilities - Power & Gas Distribution | | 1 |
| | 31,381 |
| | — | % | | 690 |
| | 0.1 | % |
Utilities - Power Generation | | 1 |
| | 9,353 |
| | — | % | | 241 |
| | — | % |
Other(1) | | 189 |
| | 1,307,552 |
| | 1.1 | % | | 68 |
| | — | % |
| | 5,262 |
| | 106,799,746 |
| | 100.0 | % | | $ | 1,310,758 |
| | 100.0 | % |
_______________________________________________
(1) Includes billboard, parking and vacant assets.
American Realty Capital Properties, Inc.
Property Geographic Diversification
|
| | | | | | | | | | | | | | | | |
State/Possession | | Number of Properties | | Square Feet | | Leased Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Alabama | | 138 |
| | 2,375,864 |
| | 2.2 | % | | $ | 38,922 |
| | 3.0 | % |
Alaska | | 4 |
| | 110,426 |
| | 0.1 | % | | 2,140 |
| | 0.2 | % |
Arizona | | 73 |
| | 3,314,267 |
| | 3.1 | % | | 56,636 |
| | 4.3 | % |
Arkansas | | 95 |
| | 1,069,289 |
| | 1.0 | % | | 11,124 |
| | 0.8 | % |
California | | 79 |
| | 6,442,115 |
| | 6.0 | % | | 84,112 |
| | 6.4 | % |
Colorado | | 51 |
| | 2,329,435 |
| | 2.2 | % | | 35,578 |
| | 2.7 | % |
Connecticut | | 17 |
| | 512,974 |
| | 0.5 | % | | 8,495 |
| | 0.6 | % |
Delaware | | 9 |
| | 373,227 |
| | 0.3 | % | | 4,475 |
| | 0.3 | % |
District of Columbia | | 1 |
| | 3,210 |
| | — | % | | 44 |
| | — | % |
Florida | | 248 |
| | 5,889,900 |
| | 5.5 | % | | 77,670 |
| | 5.9 | % |
Georgia | | 191 |
| | 5,761,633 |
| | 5.4 | % | | 73,105 |
| | 5.6 | % |
Idaho | | 17 |
| | 129,677 |
| | 0.1 | % | | 3,993 |
| | 0.3 | % |
Illinois | | 168 |
| | 6,149,881 |
| | 5.8 | % | | 80,129 |
| | 6.1 | % |
Indiana | | 125 |
| | 5,783,393 |
| | 5.4 | % | | 41,151 |
| | 3.1 | % |
Iowa | | 48 |
| | 1,546,863 |
| | 1.4 | % | | 13,421 |
| | 1.0 | % |
Kansas | | 45 |
| | 2,310,453 |
| | 2.2 | % | | 14,774 |
| | 1.1 | % |
Kentucky | | 81 |
| | 2,036,445 |
| | 1.9 | % | | 23,809 |
| | 1.8 | % |
Louisiana | | 93 |
| | 1,578,707 |
| | 1.5 | % | | 21,501 |
| | 1.6 | % |
Maine | | 25 |
| | 648,410 |
| | 0.6 | % | | 8,527 |
| | 0.7 | % |
Maryland | | 25 |
| | 993,758 |
| | 0.9 | % | | 15,571 |
| | 1.2 | % |
Massachusetts | | 40 |
| | 2,386,857 |
| | 2.2 | % | | 27,324 |
| | 2.1 | % |
Michigan | | 174 |
| | 3,459,758 |
| | 3.2 | % | | 45,818 |
| | 3.5 | % |
Minnesota | | 39 |
| | 557,507 |
| | 0.5 | % | | 6,310 |
| | 0.5 | % |
Mississippi | | 70 |
| | 1,753,631 |
| | 1.6 | % | | 14,051 |
| | 1.1 | % |
Missouri | | 154 |
| | 1,673,945 |
| | 1.6 | % | | 21,473 |
| | 1.6 | % |
Montana | | 8 |
| | 70,901 |
| | 0.1 | % | | 1,056 |
| | 0.1 | % |
Nebraska | | 21 |
| | 647,938 |
| | 0.6 | % | | 11,580 |
| | 0.9 | % |
Nevada | | 31 |
| | 813,352 |
| | 0.8 | % | | 10,254 |
| | 0.8 | % |
New Hampshire | | 19 |
| | 241,460 |
| | 0.2 | % | | 4,265 |
| | 0.3 | % |
New Jersey | | 32 |
| | 1,639,094 |
| | 1.5 | % | | 35,573 |
| | 2.7 | % |
New Mexico | | 51 |
| | 907,969 |
| | 0.9 | % | | 12,870 |
| | 1.0 | % |
New York | | 74 |
| | 1,603,537 |
| | 1.5 | % | | 27,645 |
| | 2.1 | % |
North Carolina | | 164 |
| | 3,818,479 |
| | 3.6 | % | | 37,337 |
| | 2.8 | % |
North Dakota | | 9 |
| | 225,529 |
| | 0.2 | % | | 3,773 |
| | 0.3 | % |
Ohio | | 247 |
| | 5,802,928 |
| | 5.4 | % | | 49,920 |
| | 3.8 | % |
Oklahoma | | 69 |
| | 1,883,732 |
| | 1.8 | % | | 21,847 |
| | 1.7 | % |
Oregon | | 15 |
| | 303,061 |
| | 0.3 | % | | 3,796 |
| | 0.3 | % |
Pennsylvania | | 147 |
| | 5,517,489 |
| | 5.2 | % | | 50,442 |
| | 3.8 | % |
Puerto Rico | | 3 |
| | 87,550 |
| | 0.1 | % | | 2,429 |
| | 0.2 | % |
Rhode Island | | 14 |
| | 214,079 |
| | 0.2 | % | | 3,657 |
| | 0.3 | % |
South Carolina | | 115 |
| | 3,058,405 |
| | 2.9 | % | | 29,550 |
| | 2.3 | % |
South Dakota | | 8 |
| | 106,604 |
| | 0.1 | % | | 1,272 |
| | 0.1 | % |
Tennessee | | 117 |
| | 3,542,475 |
| | 3.3 | % | | 31,061 |
| | 2.4 | % |
Texas | | 551 |
| | 12,095,672 |
| | 11.3 | % | | 168,894 |
| | 12.9 | % |
Utah | | 8 |
| | 86,733 |
| | 0.1 | % | | 1,195 |
| | 0.1 | % |
Vermont | | 7 |
| | 23,454 |
| | — | % | | 472 |
| | — | % |
Virginia | | 98 |
| | 2,605,900 |
| | 2.4 | % | | 38,410 |
| | 2.9 | % |
Washington | | 20 |
| | 453,574 |
| | 0.4 | % | | 9,816 |
| | 0.7 | % |
West Virginia | | 37 |
| | 213,563 |
| | 0.2 | % | | 4,758 |
| | 0.4 | % |
Wisconsin | | 82 |
| | 1,586,479 |
| | 1.5 | % | | 17,582 |
| | 1.3 | % |
Wyoming | | 9 |
| | 58,164 |
| | 0.1 | % | | 1,151 |
| | 0.1 | % |
| | 3,966 |
| | 106,799,746 |
| | 100.0 | % | | $ | 1,310,758 |
| | 100.0 | % |
.
American Realty Capital Properties, Inc.
Property Building Type Diversification
|
| | | | | | | | | | | | | | | | |
Property Type | | Number of Properties | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income (in 000's) | | Annualized Rental Income as a % of Total Portfolio |
Owned | | | | | | | | | | |
Retail | | 3,535 |
| | 37,157,209 |
| | 34.8 | % | | $ | 629,961 |
| | 48.1 | % |
Office | | 158 |
| | 17,096,061 |
| | 16.0 | % | | 307,396 |
| | 23.5 | % |
Multi-Tenant Retail | | 85 |
| | 12,922,792 |
| | 12.1 | % | | 170,997 |
| | 13.0 | % |
Distribution | | 90 |
| | 28,271,027 |
| | 26.5 | % | | 141,489 |
| | 10.8 | % |
Industrial | | 69 |
| | 10,985,833 |
| | 10.3 | % | | 60,849 |
| | 4.6 | % |
Other(1) | | 29 |
| | 366,824 |
| | 0.3 | % | | 66 |
| | — | % |
| | 3,966 |
| | 106,799,746 |
| | 100.0 | % | | $ | 1,310,758 |
| | 100.0 | % |
_______________________________________________
(1) Includes billboard, parking, construction in progress and vacant assets.
American Realty Capital Properties, Inc.
Lease Expirations
|
| | | | | | | | | | | | | | | | |
Year of Expiration | | Number of Leases Expiring | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income Expiring (in 000's) | | Annualized Rental Income Expiring as a % of Total Portfolio |
2014 | | 330 |
| | 2,795,120 |
| | 2.6 | % | | $ | 14,926 |
| | 1.1 | % |
2015 | | 242 |
| | 2,857,586 |
| | 2.7 | % | | 30,857 |
| | 2.4 | % |
2016 | | 285 |
| | 4,367,620 |
| | 4.1 | % | | 49,655 |
| | 3.8 | % |
2017 | | 406 |
| | 5,726,767 |
| | 5.4 | % | | 69,914 |
| | 5.3 | % |
2018 | | 427 |
| | 4,441,093 |
| | 4.2 | % | | 63,806 |
| | 5.0 | % |
2019 | | 307 |
| | 4,602,835 |
| | 4.3 | % | | 74,748 |
| | 5.7 | % |
2020 | | 211 |
| | 3,767,190 |
| | 3.5 | % | | 49,460 |
| | 3.8 | % |
2021 | | 220 |
| | 12,157,201 |
| | 11.4 | % | | 93,607 |
| | 7.1 | % |
2022 | | 305 |
| | 12,239,490 |
| | 11.5 | % | | 95,147 |
| | 7.3 | % |
2023 | | 270 |
| | 6,306,861 |
| | 5.9 | % | | 92,794 |
| | 7.1 | % |
| | 3,003 |
| | 59,261,763 |
| | 55.6 | % | | $ | 634,914 |
| | 48.6 | % |
|
| | | | | | | | | | | | | | | | |
Year of Expiration | | Number of Leases Expiring | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income Expiring (in 000's) | | Annualized Rental Income Expiring as a % of Total Portfolio |
| | | | | | | | | | |
2014 | | | | | | | | | | |
Retail | | 9 |
| | 46,246 |
| | — | % | | $ | 448 |
| | — | % |
Office | | 20 |
| | 462,347 |
| | 0.4 | % | | 3,062 |
| | 0.2 | % |
Restaurant | | 93 |
| | 384,481 |
| | 0.4 | % | | 6,888 |
| | 0.5 | % |
Multi-Tenant Retail | | 198 |
| | 652,545 |
| | 0.6 | % | | 2,144 |
| | 0.2 | % |
Distribution | | 2 |
| | 891,077 |
| | 0.8 | % | | 2,365 |
| | 0.2 | % |
Industrial | | — |
| | — |
| | — | % | | — |
| | — | % |
Other(1) | | 8 |
| | 358,424 |
| | 0.4 | % | | 19 |
| | — | % |
Total 2014 | | 330 |
| | 2,795,120 |
| | 2.6 | % | | 14,926 |
| | 1.1 | % |
| | | | | | | | | | |
2015 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 16 |
| | 232,797 |
| | 0.2 | % | | 1,871 |
| | 0.2 | % |
Office | | 16 |
| | 609,276 |
| | 0.6 | % | | 10,253 |
| | 0.8 | % |
Restaurant | | 103 |
| | 370,902 |
| | 0.3 | % | | 6,685 |
| | 0.5 | % |
Multi-Tenant Retail | | 103 |
| | 462,205 |
| | 0.4 | % | | 7,992 |
| | 0.6 | % |
Distribution | | 3 |
| | 1,122,406 |
| | 1.1 | % | | 3,945 |
| | 0.3 | % |
Industrial | | 1 |
| | 60,000 |
| | 0.1 | % | | 111 |
| | — | % |
Other(1) | | — |
| | — |
| | — | % | | — |
| | — | % |
Total 2015 | | 242 |
| | 2,857,586 |
| | 2.7 | % | | 30,857 |
| | 2.4 | % |
| | | | | | | | | | |
2016 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 12 |
| | 103,408 |
| | 0.1 | % | | 1,149 |
| | 0.1 | % |
Office | | 14 |
| | 933,387 |
| | 0.9 | % | | 15,756 |
| | 1.2 | % |
Restaurant | | 96 |
| | 358,450 |
| | 0.3 | % | | 8,892 |
| | 0.7 | % |
Multi-Tenant Retail | | 156 |
| | 1,151,469 |
| | 1.1 | % | | 15,265 |
| | 1.2 | % |
Distribution | | 6 |
| | 1,820,906 |
| | 1.7 | % | | 8,574 |
| | 0.6 | % |
Industrial | | — |
| | — |
| | — | % | | — |
| | — | % |
Other(1) | | 1 |
| | — |
| | — | % | | 19 |
| | — | % |
Total 2016 | | 285 |
| | 4,367,620 |
| | 4.1 | % | | 49,655 |
| | 3.8 | % |
American Realty Capital Properties, Inc.
Lease Expirations
|
| | | | | | | | | | | | | | | | |
Year of Expiration | | Number of Leases Expiring | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income Expiring (in 000's) | | Annualized Rental Income Expiring as a % of Total Portfolio |
2017 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 100 |
| | 596,725 |
| | 0.6 | % | | $ | 12,631 |
| | 1.0 | % |
Office | | 24 |
| | 1,396,061 |
| | 1.3 | % | | 21,273 |
| | 1.6 | % |
Restaurant | | 113 |
| | 617,856 |
| | 0.6 | % | | 11,429 |
| | 0.9 | % |
Multi-Tenant Retail | | 161 |
| | 1,006,805 |
| | 0.9 | % | | 15,114 |
| | 1.1 | % |
Distribution | | 5 |
| | 2,018,088 |
| | 1.9 | % | | 8,999 |
| | 0.7 | % |
Industrial | | 2 |
| | 91,232 |
| | 0.1 | % | | 453 |
| | — | % |
Other(1) | | 1 |
| | — |
| | — | % | | 15 |
| | — | % |
Total 2017 | | 406 |
| | 5,726,767 |
| | 5.4 | % | | 69,914 |
| | 5.3 | % |
| | | | | | | | | | |
2018 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 79 |
| | 970,791 |
| | 1.0 | % | | 14,169 |
| | 1.1 | % |
Office | | 11 |
| | 334,916 |
| | 0.3 | % | | 7,467 |
| | 0.6 | % |
Restaurant | | 114 |
| | 418,689 |
| | 0.4 | % | | 9,940 |
| | 0.8 | % |
Multi-Tenant Retail | | 209 |
| | 1,651,397 |
| | 1.5 | % | | 26,975 |
| | 2.1 | % |
Distribution | | 7 |
| | 849,596 |
| | 0.8 | % | | 4,002 |
| | 0.3 | % |
Industrial | | 6 |
| | 215,704 |
| | 0.2 | % | | 1,241 |
| | 0.1 | % |
Other(1) | | 1 |
| | — |
| | — | % | | 12 |
| | — | % |
Total 2018 | | 427 |
| | 4,441,093 |
| | 4.2 | % | | 63,806 |
| | 5.0 | % |
| | | | | | | | | | |
2019 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 55 |
| | 1,356,608 |
| | 1.3 | % | | 15,517 |
| | 1.2 | % |
Office | | 15 |
| | 1,042,080 |
| | 1.0 | % | | 25,323 |
| | 2.0 | % |
Restaurant | | 86 |
| | 388,131 |
| | 0.3 | % | | 8,641 |
| | 0.7 | % |
Multi-Tenant Retail | | 146 |
| | 1,494,837 |
| | 1.4 | % | | 22,291 |
| | 1.6 | % |
Distribution | | 3 |
| | 252,748 |
| | 0.2 | % | | 2,490 |
| | 0.2 | % |
Industrial | | 2 |
| | 68,431 |
| | 0.1 | % | | 486 |
| | — | % |
Other(1) | | — |
| | — |
| | — | % | | — |
| | — | % |
Total 2019 | | 307 |
| | 4,602,835 |
| | 4.3 | % | | 74,748 |
| | 5.7 | % |
| | | | | | | | | | |
2020 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 74 |
| | 1,117,393 |
| | 1.0 | % | | 14,235 |
| | 1.2 | % |
Office | | 16 |
| | 1,540,674 |
| | 1.4 | % | | 18,317 |
| | 1.4 | % |
Restaurant | | 72 |
| | 280,101 |
| | 0.3 | % | | 7,049 |
| | 0.5 | % |
Multi-Tenant Retail | | 45 |
| | 653,039 |
| | 0.6 | % | | 8,230 |
| | 0.6 | % |
Distribution | | — |
| | — |
| | — | % | | — |
| | — | % |
Industrial | | 3 |
| | 167,583 |
| | 0.2 | % | | 1,628 |
| | 0.1 | % |
Other(1) | | 1 |
| | 8,400 |
| | — | % | | 1 |
| | — | % |
Total 2020 | | 211 |
| | 3,767,190 |
| | 3.5 | % | | 49,460 |
| | 3.8 | % |
| | | | | | | | | | |
2021 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 73 |
| | 1,432,318 |
| | 1.3 | % | | 21,677 |
| | 1.6 | % |
Office | | 13 |
| | 1,157,186 |
| | 1.1 | % | | 21,578 |
| | 1.6 | % |
Restaurant | | 61 |
| | 189,858 |
| | 0.2 | % | | 5,464 |
| | 0.4 | % |
Multi-Tenant Retail | | 55 |
| | 796,520 |
| | 0.7 | % | | 11,166 |
| | 0.9 | % |
Distribution | | 15 |
| | 7,555,709 |
| | 7.1 | % | | 29,934 |
| | 2.3 | % |
Industrial | | 3 |
| | 1,025,610 |
| | 1.0 | % | | 3,788 |
| | 0.3 | % |
Other(1) | | — |
| | — |
| | — | % | | — |
| | — | % |
Total 2021 | | 220 |
| | 12,157,201 |
| | 11.4 | % | | 93,607 |
| | 7.1 | % |
| | | | | | | | | | |
American Realty Capital Properties, Inc.
Lease Expirations
|
| | | | | | | | | | | | | | | | |
Year of Expiration | | Number of Leases Expiring | | Square Feet | | Square Feet as a % of Total Portfolio | | Annualized Rental Income Expiring (in 000's) | | Annualized Rental Income Expiring as a % of Total Portfolio |
2022 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 146 |
| | 2,313,418 |
| | 2.2 | % | | $ | 26,960 |
| | 2.1 | % |
Office | | 10 |
| | 892,060 |
| | 0.8 | % | | 13,993 |
| | 1.1 | % |
Restaurant | | 72 |
| | 386,651 |
| | 0.4 | % | | 10,449 |
| | 0.8 | % |
Multi-Tenant Retail | | 50 |
| | 832,638 |
| | 0.8 | % | | 10,845 |
| | 0.8 | % |
Distribution | | 19 |
| | 6,126,342 |
| | 5.7 | % | | 25,230 |
| | 1.9 | % |
Industrial | | 8 |
| | 1,688,381 |
| | 1.6 | % | | 7,670 |
| | 0.6 | % |
Other(1) | | — |
| | — |
| | — | % | | — |
| | — | % |
Total 2022 | | 305 |
| | 12,239,490 |
| | 11.5 | % | | 95,147 |
| | 7.3 | % |
| | | | | | | | | | |
2023 | |
|
| |
|
| |
|
| |
|
| |
|
|
Retail | | 116 |
| | 1,741,225 |
| | 1.6 | % | | 22,678 |
| | 1.8 | % |
Office | | 27 |
| | 1,685,099 |
| | 1.6 | % | | 36,166 |
| | 2.8 | % |
Restaurant | | 62 |
| | 327,081 |
| | 0.3 | % | | 7,199 |
| | 0.5 | % |
Multi-Tenant Retail | | 51 |
| | 1,169,782 |
| | 1.1 | % | | 13,702 |
| | 1.0 | % |
Distribution | | 7 |
| | 1,087,957 |
| | 1.0 | % | | 9,931 |
| | 0.8 | % |
Industrial | | 7 |
| | 295,717 |
| | 0.3 | % | | 3,118 |
| | 0.2 | % |
Other(1) | | — |
| | — |
| | — | % | | — |
| | — | % |
Total 2023 | | 270 |
| | 6,306,861 |
| | 5.9 | % | | 92,794 |
| | 7.1 | % |
| | | | | | | | | | |
Total 2014 - 2023 | | 3,003 |
| | 59,261,763 |
| | 55.6 | % | | $ | 634,914 |
| | 48.6 | % |
_______________________________________________
(1) Includes billboard, parking and vacant assets.
American Realty Capital Properties, Inc.
Multi-Tenant Property Summary
The following tables show certain information regarding the Company’s owned multi-tenant property investments as of June 30, 2014:
|
| | | | | | | | | | | | | |
Property | | Number of Leases | | Rentable Square Feet | | Occupancy Rate | | Annualized Rental Income (in 000's) |
Charter Fitness | | 3 |
| | 60,820 |
| | 85 | % | | $ | 624 |
|
University Plaza | | 22 |
| | 165,615 |
| | 100 | % | | 1,972 |
|
Sunset Valley | | 24 |
| | 148,757 |
| | 99 | % | | 3,327 |
|
Evans Exchange | | 5 |
| | 65,077 |
| | 97 | % | | 1,149 |
|
Lakeshore Crossing* | | 3 |
| | 123,948 |
| | 100 | % | | 701 |
|
Whittwood Town Center* | | 53 |
| | 785,615 |
| | 99 | % | | 6,221 |
|
CVS & Noble Roman | | 2 |
| | 12,375 |
| | 100 | % | | 367 |
|
CVS & Tres Amigos | | 2 |
| | 15,029 |
| | 100 | % | | 324 |
|
Shoppes at Port Arthur | | 10 |
| | 95,877 |
| | 100 | % | | 1,357 |
|
Petco & Portrait Innovations | | 2 |
| | 17,678 |
| | 100 | % | | 370 |
|
Breakfast Pointe* | | 13 |
| | 97,938 |
| | 97 | % | | 1,334 |
|
Prairie Market* | | 18 |
| | 112,784 |
| | 98 | % | | 2,584 |
|
Volusia Square | | 22 |
| | 231,996 |
| | 95 | % | | 2,664 |
|
Stearns Crossing | | 17 |
| | 96,613 |
| | 92 | % | | 1,172 |
|
Folsom Gateway II | | 13 |
| | 115,143 |
| | 98 | % | | 2,951 |
|
CVS & Huntington Bank* | | 2 |
| | 15,816 |
| | 100 | % | | 293 |
|
Waterside Marketplace* | | 20 |
| | 277,132 |
| | 95 | % | | 3,418 |
|
Pinehurst Square* | | 8 |
| | 69,119 |
| | 100 | % | | 929 |
|
Red Oak Village | | 14 |
| | 176,519 |
| | 98 | % | | 2,003 |
|
Falcon Valley* | | 6 |
| | 76,784 |
| | 100 | % | | 1,026 |
|
Oxford Exchange* | | 35 |
| | 333,938 |
| | 97 | % | | 3,932 |
|
Northpoint Shopping Center* | | 11 |
| | 115,838 |
| | 70 | % | | 1,053 |
|
Camp Creek Marketplace* | | 50 |
| | 424,593 |
| | 95 | % | | 6,189 |
|
Century Town Center* | | 13 |
| | 107,058 |
| | 92 | % | | 1,386 |
|
Riverside Centre* | | 2 |
| | 62,000 |
| | 100 | % | | 489 |
|
Nature Coast Commons* | | 26 |
| | 226,217 |
| | 83 | % | | 2,828 |
|
Santa Rosa Commons | | 17 |
| | 138,850 |
| | 100 | % | | 2,046 |
|
Shelby Corners* | | 3 |
| | 76,390 |
| | 93 | % | | 484 |
|
Telegraph Plaza* | | 11 |
| | 72,537 |
| | 90 | % | | 801 |
|
Denver West Plaza* | | 4 |
| | 71,249 |
| | 91 | % | | 1,218 |
|
The Forum | | 25 |
| | 193,654 |
| | 95 | % | | 2,668 |
|
Hobby Lobby Center* | | 5 |
| | 68,912 |
| | 100 | % | | 620 |
|
The Plaza* | | 14 |
| | 70,973 |
| | 93 | % | | 1,425 |
|
Highlands Ranch | | 2 |
| | 50,511 |
| | 100 | % | | 559 |
|
Kohl's Plaza* | | 7 |
| | 76,048 |
| | 97 | % | | 1,687 |
|
Glynn Isles* | | 27 |
| | 193,039 |
| | 96 | % | | 2,917 |
|
Dimond Crossing* | | 8 |
| | 85,356 |
| | 100 | % | | 1,376 |
|
Winchester Station* | | 17 |
| | 182,816 |
| | 100 | % | | 2,644 |
|
Crossroads Marketplace* | | 12 |
| | 78,832 |
| | 98 | % | | 1,048 |
|
Petsmart & Hallmark* | | 3 |
| | 33,579 |
| | 100 | % | | 429 |
|
Del Monte Plaza* | | 2 |
| | 82,758 |
| | 100 | % | | 1,540 |
|
Shoppes at Sugarmill Woods | | 11 |
| | 53,114 |
| | 95 | % | | 708 |
|
Bellview Plaza* | | 8 |
| | 82,910 |
| | 100 | % | | 853 |
|
Kyle Marketplace* | | 33 |
| | 219,063 |
| | 97 | % | | 3,461 |
|
American Realty Capital Properties, Inc.
Multi-Tenant Property Summary
|
| | | | | | | | | | | | | |
Property | | Number of Leases | | Rentable Square Feet | | Occupancy Rate | | Annualized Rental Income (in 000's) |
Indian Lakes Crossing* | | 10 |
| | 71,020 |
| | 93 | % | | $ | 1,050 |
|
Midtowne Park* | | 4 |
| | 167,341 |
| | 100 | % | | 1,948 |
|
Silverado Plaza* | | 12 |
| | 77,686 |
| | 99 | % | | 740 |
|
Cleveland Towne Center* | | 22 |
| | 152,839 |
| | 93 | % | | 1,750 |
|
Fairlane Green* | | 35 |
| | 266,516 |
| | 99 | % | | 4,875 |
|
Petsmart & Travis Credit Union | | 2 |
| | 30,849 |
| | 100 | % | | 465 |
|
Petsmart & Bevmo | | 2 |
| | 44,948 |
| | 100 | % | | 538 |
|
Greenway Commons* | | 18 |
| | 253,037 |
| | 98 | % | | 4,746 |
|
San Tan Marketplace* | | 32 |
| | 285,508 |
| | 98 | % | | 4,368 |
|
Toys "R" Us Center* | | 2 |
| | 48,320 |
| | 100 | % | | 347 |
|
Shoppes at Sherbrooke* | | 6 |
| | 57,901 |
| | 95 | % | | 969 |
|
Widewater Commons* | | 7 |
| | 46,705 |
| | 97 | % | | 631 |
|
Eastland Center* | | 48 |
| | 813,837 |
| | 95 | % | | 10,342 |
|
Sherwood Retail Center* | | 3 |
| | 119,002 |
| | 100 | % | | 607 |
|
Hillside Town Center* | | 25 |
| | 164,836 |
| | 90 | % | | 2,588 |
|
White Oak Village* | | 54 |
| | 431,798 |
| | 93 | % | | 6,424 |
|
Kohl's & Academy Sports* | | 2 |
| | 131,578 |
| | 100 | % | | 901 |
|
Valley Bend* | | 51 |
| | 418,232 |
| | 100 | % | | 6,218 |
|
Pick 'N Save Center* | | 5 |
| | 69,749 |
| | 99 | % | | 1,342 |
|
West Valley Center* | | 17 |
| | 281,173 |
| | 99 | % | | 2,930 |
|
East Valley Center* | | 3 |
| | 121,344 |
| | 67 | % | | 540 |
|
Big Lots & Tractor Supply* | | 2 |
| | 58,035 |
| | 100 | % | | 292 |
|
South Plains Crossing* | | 14 |
| | 144,241 |
| | 99 | % | | 1,529 |
|
Kingsbury Center* | | 4 |
| | 53,079 |
| | 100 | % | | 1,635 |
|
Stonebridge Village* | | 29 |
| | 158,748 |
| | 94 | % | | 2,423 |
|
Capital Plaza* | | 8 |
| | 46,793 |
| | 92 | % | | 618 |
|
Stonebridge Square* | | 16 |
| | 160,391 |
| | 99 | % | | 1,965 |
|
Cedar Hill Village* | | 5 |
| | 44,188 |
| | 97 | % | | 803 |
|
The Shops at Prescott Gateway* | | 13 |
| | 34,671 |
| | 97 | % | | 980 |
|
Naugatuck Valley Shopping Center* | | 20 |
| | 382,864 |
| | 84 | % | | 4,118 |
|
The Summit at Towne Lake* | | 7 |
| | 59,722 |
| | 95 | % | | 1,143 |
|
Peninsula Crossing* | | 19 |
| | 304,503 |
| | 99 | % | | 3,043 |
|
Powell Center* | | 5 |
| | 85,732 |
| | 100 | % | | 1,171 |
|
Gander Mountain & Goodwill* | | 2 |
| | 46,865 |
| | 100 | % | | 543 |
|
The Shoppes on South Main* | | 16 |
| | 110,769 |
| | 97 | % | | 1,006 |
|
Eastchase Market* | | 32 |
| | 259,291 |
| | 95 | % | | 2,723 |
|
Cornerstar* | | 44 |
| | 431,872 |
| | 98 | % | | 8,123 |
|
McAlister Square* | | 19 |
| | 169,398 |
| | 97 | % | | 1,879 |
|
Cordova Commons* | | 18 |
| | 164,343 |
| | 100 | % | | 2,548 |
|
Melrose Park Center | | 14 |
| | 113,641 |
| | 95 | % | | 1,362 |
|
Tradewinds Shopping Center* | | 27 |
| | 178,557 |
| | 91 | % | | 1,627 |
|
| | 1,279 |
| | 12,922,792 |
| | 96 | % | | $ | 170,997 |
|
(*) Property included in pool of assets to be sold as the Multi-Tenant Portfolio.
American Realty Capital Properties, Inc.
Unconsolidated Joint Venture Investment Summary
($ in 000's)
The following table shows certain information regarding the Company’s interests in unconsolidated joint ventures as of June 30, 2014:
|
| | | | | | | | | | | | | | | | | | | | | |
Joint Venture | | Partner | | Ownership % | | Pro-Rata Share of Purchase Price | | Rentable Square Feet (1) | | Annualized Rental Income (1) | | Debt (1) (2) | | Major Tenants |
Cole/Mosaic JV South Elgin IL, LLC | | Affiliate of Mosaic Properties and Development, LLC | | 50% | | $ | 17,000 |
| | 232,000 |
| | $ | 2,963 |
| | $ | 20,400 |
| | Home Depot, Best Buy |
Chandler Festival SPE, LLC | | Propstra Chandler Trust & RED Development, LLC | | 45%(3) | | 27,878 |
| | 360,000 |
| | 5,211 |
| | 28,737 |
| | Nordstrom Rack, Buy Buy Baby, Ross, TJ Maxx |
Chandler Village Center, LLC (AZ) | | Propstra Chandler Trust & RED Development, LLC | | 45%(3) | | 13,316 |
| | 130,000 |
| | 2,448 |
| | 20,370 |
| | Sports Authority, Bed Bath & Beyond, DSW |
Cole/LBA JV OF Pleasanton CA | | Affiliate of LBA Realty | | 90% | | 86,850 |
| | 343,000 |
| | 6,491 |
| | 57,000 |
| | Clorox Companies |
Chandler Gateway SPE, LLC | | Propstra Chandler Trust & RED Development, LLC | | 45%(3) | | 12,884 |
| | 262,000 |
| | 1,601 |
| | 18,287 |
| | Hobby Lobby, Wal-Mart |
Cole/Faison JV Bethlehem GA, LLC | | Faison-Winder Investors, LLC | | 90% | | 33,429 |
| | 280,000 |
| | 3,206 |
| | 26,000 |
| | Publix, Belk |
Total Unconsolidated Joint Ventures | | | | $ | 191,357 |
| | 1,607,000 |
| | $ | 21,920 |
| | $ | 170,794 |
| | |
| | | | | | | | | | | | | | |
Interest (4) | | | | | | | | $ | 14,376 |
| | $ | 115,228 |
| | |
| |
(1) | Rentable square feet, annualized rental income and debt represent information for the total unconsolidated joint venture. |
| |
(2) | Debt represents secured fixed and variable rates ranging from 2.05% to 6.15% and maturities ranging from July 2015 to July 2021, with a weighted average interest rate of 3.69% as of June 30, 2014 and a weighted average years to maturity of 2.5 years as of June 30, 2014. |
| |
(3) | Represents the Company’s 90% interest in a consolidated joint venture, whose only assets are 50% interests in the respective unconsolidated joint ventures. |
| |
(4) | Represents the Company’s aggregate interest in unconsolidated joint ventures as of June 30, 2014. |
American Realty Capital Properties, Inc.
Managed Programs
Program Summary
The following table shows the Managed Programs cumulative activity summary information as of June 30, 2014 (dollars in 000's):
|
| | | | | | | | | | | | | | | |
Program | | Capital Raised (1) | | Number of Investments (2) | | Assets Under Management (3) | | Total Debt Outstanding |
Open Programs: | | | | | | | | |
Cole Credit Property Trust V, Inc. (“CCPT V”) | | $ | 23,231 |
| | 7 |
| | $ | 29,246 |
| | $ | 12,000 |
|
Cole Real Estate Income Strategy (Daily NAV), Inc. (“INAV”) | | 103,792 |
| | 53 |
| | 153,113 |
| | 57,400 |
|
Cole Office & Industrial REIT (CCIT II), Inc. (“CCIT II”) | | 77,023 |
| | 10 |
| | 215,692 |
| | 155,000 |
|
Total Open Programs | | 204,046 |
| | 70 |
| | 398,051 |
| | 224,400 |
|
| | | | | | | | |
Closed Programs:(5) | |
|
| | | | | | |
Cole Credit Property Trust IV, Inc. (“CCPT IV”) (4) | | 2,992,211 |
| | 509 |
| | 2,828,260 |
| | 747,687 |
|
Cole Corporate Income Trust, Inc. (“CCIT”)
| | 1,961,494 |
| | 86 |
| | 2,602,158 |
| | 945,616 |
|
Other Programs | | 372,617 |
| | 80 |
| | 737,515 |
| | 370,865 |
|
Total Closed Programs | | 5,326,322 |
| | 675 |
| | 6,167,933 |
| | 2,064,168 |
|
| | | | | | | | |
Total | | $ | 5,530,368 |
| | 745 |
| | $ | 6,565,984 |
| | $ | 2,288,568 |
|
| | | | | | | | |
| |
(1) | Capital raised represents gross proceeds, including DRIP shares issued. |
| |
(2) | Number of investments includes properties owned through consolidated joint ventures. |
| |
(3) | Assets under management represents total gross real estate and related assets, including net investments in consolidated joint ventures, net of gross intangible lease liabilities. |
| |
(4) | CCPT IV's primary offering was closed to new subscriptions received after February 25, 2014. Subscriptions agreements were accepted if they were received in good order on or before the close of business on February 25, 2014 and were fully funded no later than the close of business on April 4, 2014. |
| |
(5) | The Closed Programs include CCPT IV and CCIT and Other Programs include tenant-in-common programs, Delaware statutory trust programs and Cole Growth Opportunity Fund I, L.P. (“CGOF”). |
Offering Summary
The following table shows offering summary information for the Managed Programs as of June 30, 2014:
|
| | | | | | | | | | | | | | |
Program | | Primary Investment Strategy | | Offering Commencement Date | | % of Outstanding Shares Owned by ARCP | | Offering Price/NAV | | Annualized Distribution |
CCPT V | | Retail | | 3/17/2014 | | 12.39 | % | | $ | 25.00 |
| | 6.30 | % |
INAV | | Diversified | | 12/6/2011(1) | | 0.22 | % | | (2) (3) |
| | (3) |
|
CCIT II | | Office and industrial | | 9/17/2013 | | 3.79 | % | | $ | 10.00 |
| | 6.30 | % |
Closed Programs | | Various | | Prior to 2012 | | less than 0.01% |
| | Various |
| | Various |
|
| | | | | | | | | | |
| |
(1) | On August 26, 2013, INAV designated the existing shares of INAV's common stock that were sold prior to such date to be Wrap Class shares (“W Shares”) of common stock and registered two new classes of INAV common stock, Advisor Class shares (“A Shares”) and Institutional Class shares (“I Shares”). As the existing class of common stock, W Shares were first issued on December 6, 2011, A Shares were first issued on October 10, 2013 and I Shares were first issued on November 19, 2013. |
| |
(2) | The Net Asset Value for each share class (“NAV per share”) is calculated daily as of the close of business using a process that reflects (i) estimated values of each of INAV’s commercial real estate assets, related liabilities and notes receivable secured by real estate provided periodically by INAV’s independent valuation expert in individual appraisal reports, (ii) daily updates in the price of liquid assets for which third party market quotes are available, (iii) accruals of INAV’s daily distributions and (iv) estimates of daily accruals, on a net basis, of operating revenues, expenses, debt service costs and fees. |
| |
(3) | Calculated using a daily distribution rate per share and NAV per share, for each share class, as of the close of business on June 30, 2014: |
|
| | | | | | | | | | | | | |
Share Class | | Date of Offering | | NAV Per Share | | Daily Distribution Rate | | Annualized Distribution |
W Shares | | 12/6/2011 | (3) | $ | 17.07 |
| | $ | 0.002678135 |
| | 5.73 | % |
A Shares | | 10/10/13 | (3) | $ | 17.04 |
| | $ | 0.002673810 |
| | 5.73 | % |
I Shares | | 11/19/13 | (3) | $ | 17.10 |
| | $ | 0.002683068 |
| | 5.73 | % |
American Realty Capital Properties, Inc.
Managed Programs
Fee Summary
The following table shows fee summary information for Cole Capital for certain of the Managed Programs as of June 30, 2014:
|
| | | | | | | | | | | | | | | | | | | | | | |
| | Offering Fees | | Transaction Fees | | Management Fees | |
Program | | Selling Commissions (1) | | Dealer Manager and Distribution Fees (2) | | Acquisition Transactional Fees (3) | | Financing Transactional Fees | | Property Management Fees (4) | | Asset Management / Advisory Fees | | Performance Fees | |
Open Programs | | | | | | | | | | | | | | | |
CCPT V | | 7 | % | | 2 | % | | 2 | % | | — | % | | — | % | | 0.65% - 0.75% |
| (6) | 15 | % | (7) |
INAV | | (5) |
| | (5) |
| | — | % | | — | % | | — | % | | 0.90 | % | | 25 | % | (8) |
CCIT II | | 7 | % | | 2 | % | | 2 | % | | — | % | | — | % | | 0.65% - 0.75% |
| (6) | 15 | % | (7) |
| | | | | | | | | | | | | | | |
Closed Programs | | | | | | | | | | | | | | | |
CCPT IV | | 7 | % | | 2 | % | | 2 | % | | — | % | | — | % | | 0.65% - 0.75% |
| (6) | 15 | % | (7) |
CCIT | | 7 | % | | 2 | % | | 2 | % | | — | % | | — | % | | 0.65% - 0.75% |
| (6) | 15 | % | (7) |
Other Programs | | N/A |
| | N/A |
| | Various |
| | Various |
| | Various |
| | Various |
| | Various |
| |
| | | | | | | | | | | | | | | |
| |
(1) | The Company reallows 100% of selling commissions earned to participating broker-dealers. |
| |
(2) | The Company may reallow all or a portion of its dealer manager fee or applicable distribution fee to participating broker-dealers as a marketing and due diligence expense reimbursement. |
| |
(3) | Percent taken on gross purchase price. |
| |
(4) | Percent taken on gross revenues (leasing fees based on prevailing market rates with restrictions). |
| |
(5) | In connection with the INAV offering, the Company will receive selling commissions, an asset-based dealer manager fee and/or an asset-based distribution fee, as summarized in the table below for each class of common stock: |
|
| | | | | | | | | |
Share Class | | Selling Commission (1) | | Dealer Manager Fee (2) | | Distribution Fee (2) |
W Shares | | — |
| | 0.55 | % | | — |
|
A Shares | | up to 3.75% |
| | 0.55 | % | | 0.50 | % |
I Shares | | — |
| | 0.25 | % | | — |
|
| |
(6) | Annualized fee based on the average monthly invested assets. |
| |
(7) | Performance fee paid only under the following events: (i) if shares are listed on a national securities exchange; (ii) if the respective Managed Program is sold or the assets are liquidated; or (iii) termination of the advisory agreement. In connection with such events, the performance fee will only be earned upon the return to investors of their net capital invested and an 8% annual cumulative, non-compounded return (6% in the case of CCPT V). |
| |
(8) | Performance fee paid for any year in which the total return on stockholders' capital exceeds 6% per annum on a calendar year basis. |
American Realty Capital Properties, Inc.
Managed Programs
Program Activity Summary
The following table shows the Managed Programs activity summary information for the three month period ended on June 30, 2014 (dollars in thousands):
|
| | | | | | | | | | | | | | | | |
Program | | Capital Raised (1) | | Number of Investments Acquired (2) | | Purchase Price (3) | | New Debt (4) | |
Open Programs: | | | | | | | | | |
CCPT V | | $ | 20,731 |
| | 4 |
| | $ | 25,946 |
| | $ | 2,300 |
| |
INAV | | 24,259 |
| | 13 |
| | 35,462 |
| | 18,000 |
| |
CCIT II | | 68,618 |
| | 9 |
| | 191,692 |
| | 133,200 |
| |
Total Open Programs | | 113,608 |
| | 26 |
| | 253,100 |
| | 153,500 |
| |
| | | | | | | | | |
Closed Programs: | | | | | | | | | |
CCPT IV | | 27,600 |
| | 104 |
| | 343,663 |
| | — |
| |
CCIT | | 19,343 |
| | 4 |
| | 157,849 |
| | 100,000 |
| |
Other Programs | | — |
| | — |
| | — |
| | — |
| |
Total Closed Programs | | 46,943 |
| | 108 |
| | 501,512 |
| | 100,000 |
| |
| | | | | | | | | |
Total | | $ | 160,551 |
| | 134 |
| | $ | 754,612 |
| | $ | 253,500 |
| |
| | | | | | | | | |
| |
(1) | Capital raised represents gross proceeds, including DRIP shares issued. |
| |
(2) | Number of investments acquired includes properties owned through consolidated joint ventures. |
| |
(3) | Purchase price includes pro rata share for consolidated joint ventures. |
| |
(4) | New debt may include (i) outstanding face value of new mortgage notes payable, (ii) total allowable borrowings under new credit facilities into which the Managed Programs entered and (iii) increases in allowable borrowings to existing credit facilities in accordance with amendments executed. |
Revenue Summary
The following table shows the Managed Programs revenue information for the three month period ended June 30, 2014 (dollars in thousands):
|
| | | | | | | | | | | | | | | | |
Program | | Offering Related Revenue and Reimbursements | | Transaction Service Revenue | | Management Service Revenue and Reimbursements | | Total Managed Programs Revenue and Reimbursements |
Open Programs: | | | | | | | | |
CCPT V | | $ | 2,178 |
| | $ | 519 |
| | $ | 176 |
| | $ | 2,873 |
|
INAV | | 500 |
| | — |
| | 333 |
| | 833 |
|
CCIT II | | 7,323 |
| | 3,874 |
| | 194 |
| | 11,391 |
|
Gross revenues - Open Programs | | 10,001 |
| | 4,393 |
| | 703 |
| | 15,097 |
|
Less: | | | | | | | | |
Reallowed revenues | | 7,068 |
| | — |
| | — |
| | 7,068 |
|
Reimbursements | | 1,951 |
| | — |
| | 1,919 |
| | 3,870 |
|
Adjusted Revenues (1) - Open Programs | | 982 |
| | 4,393 |
| | (1,216 | ) | | 4,159 |
|
| | | | | | | | |
Closed Programs: | | | | | | | | |
CCPT IV | | (32 | ) | | 6,786 |
| | 6,285 |
| | 13,039 |
|
CCIT | | — |
| | 3,232 |
| | 5,317 |
| | 8,549 |
|
Other Programs | | — |
| | — |
| | 727 |
| | 727 |
|
Gross revenues - Closed Programs | | (32 | ) | | 10,018 |
| | 12,329 |
| | 22,315 |
|
Less: | | | | | | | |
|
Reimbursements | | — |
| | — |
| | 756 |
| | 756 |
|
Adjusted Revenues (1) - Closed Programs | | (32 | ) | | 10,018 |
| | 11,573 |
| | 21,559 |
|
| | | | | | | | |
Total Adjusted Revenues (1) | | $ | 950 |
| | $ | 14,411 |
| | $ | 10,357 |
| | $ | 25,718 |
|
| | | | | | | | |
| |
(1) | Adjusted Revenues is a non-GAAP measure. See the Definitions section that begins on page 34 for a description of the Company’s non-GAAP measures. |
American Realty Capital Properties, Inc.
Definitions
Adjusted Revenues is a non-GAAP financial measure that represents revenue on a GAAP basis adjusted to eliminate revenue recorded as reimbursement revenue in accordance with GAAP, of certain expense, which are included in reallowed fees and commissions and general and administrative expenses.
Annualized Adjusted EBITDA includes full-year real estate activities adjusted for mid-period acquisitions, normalized full-year activity for Cole Capital, less cash general and administrative expenses and property operating expenses.
Annualized Interest Expense is full-year interest expense based on outstanding debt balances as of quarter end.
Average annual rent is annualized rental income under our leases reflecting straight-line rent adjustments associated with contractual rent increases in the leases as required by GAAP, as further adjusted to reflect the effect of tenant concessions and abatements such as free rent.
Creditworthy tenants are determined by us based on our own assessment of the tenant financial condition based on our underwriting criteria.
EBITDA, a non-GAAP measure, is defined as earnings before interest, taxes, depreciation and amortization, excluding one-time expenses for acquisition, merger and other transaction costs.
Funds from Operations and Adjusted Funds from Operations
Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (“NAREIT”), an industry trade group, has promulgated a measure known as funds from operations (“FFO”), which we believe to be an appropriate supplemental measure to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental performance measure. FFO is not equivalent to our net income or loss as determined under U.S. GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as revised in February 2004 (the “White Paper”). The White Paper defines FFO as net income or loss computed in accordance with U.S. GAAP, excluding gains or losses from sales of property but including asset impairment writedowns, plus depreciation and amortization, after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO. Our FFO calculation complies with NAREIT’s policy described above.
The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time, especially if such assets are not adequately maintained or repaired and renovated as required by relevant circumstances and/or is requested or required by lessees for operational purposes in order to maintain the value disclosed. We believe that, since real estate values historically rise and fall with market conditions, including inflation, interest rates, the business cycle, unemployment and consumer spending, presentations of operating results for a REIT using historical accounting for depreciation may be less informative. Historical accounting for real estate involves the use of U.S. GAAP. Any other method of accounting for real estate such as the fair value method cannot be construed to be any more accurate or relevant than the comparable methodologies of real estate valuation found in U.S. GAAP. Nevertheless, we believe that the use of FFO, which excludes the impact of real estate related depreciation and amortization, provides a more complete understanding of our performance to investors and to management, and when compared year over year, reflects the impact on our operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses, and interest costs, which may not be immediately apparent from net income. However, FFO and adjusted funds from operations (“AFFO”), as described below, should not be construed to be more relevant or accurate than the current U.S. GAAP methodology in calculating net income or in its applicability in evaluating our operating performance. The method utilized to evaluate the value and performance of real estate under U.S. GAAP should be construed as a more relevant measure of operational performance and considered more prominently than the non-GAAP FFO and AFFO measures and the adjustments to U.S. GAAP in calculating FFO and AFFO.
American Realty Capital Properties, Inc.
Definitions
We consider FFO and AFFO useful indicators of the performance of a REIT. Because FFO calculations exclude such factors as depreciation and amortization of real estate assets and gains or losses from sales of operating real estate assets (which can vary among owners of identical assets in similar conditions based on historical cost accounting and useful-life estimates), they facilitate comparisons of operating performance between periods and between other REITs in our peer group. Accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered the presentation of operating results for real estate companies that use historical cost accounting to be insufficient by themselves.
Changes in the accounting and reporting promulgations under GAAP (for acquisition fees and expenses from a capitalization/depreciation model to an expensed-as-incurred model) that were put into effect in 2009 and other changes to GAAP accounting for real estate subsequent to the establishment of NAREIT's definition of FFO have prompted an increase in cash-settled expenses, specifically acquisition fees and expenses for all industries as items that are expensed under GAAP, that are typically accounted for as operating expenses. Management believes these fees and expenses do not affect our overall long-term operating performance. While certain companies may experience significant acquisition activity, other companies may not have significant acquisition activity and management believes that excluding costs such as merger and transaction costs and acquisition related costs from property operating results provides useful information to investors and provides information that improves the comparability of operating results with other companies who do not have significant merger or acquisition activities. AFFO is not equivalent to our net income or loss as determined under GAAP, and AFFO may not be a useful measure of the impact of long-term operating performance if we continue to have such activities in the future.
We exclude certain income or expense items from AFFO that we consider more reflective of investing activities, other non-cash income and expense items and the income and expense effects of other activities that are not a fundamental attribute of our business plan. These items include unrealized gains and losses, which may not ultimately be realized, such as gains or losses on derivative instruments, gains or losses on contingent valuation rights, gains and losses on investments and early extinguishment of debt. In addition, by excluding non-cash income and expense items such as amortization of above and below market leases, amortization of deferred financing costs, straight-line rent and non-cash equity compensation from AFFO we believe we provide useful information regarding income and expense items which have no cash impact and do not provide liquidity to the company or require capital resources of the company. By providing AFFO, we believe we are presenting useful information that assists investors and analysts to better assess the sustainability of our ongoing operating performance without the impacts of transactions that are not related to the ongoing profitability of our portfolio of properties. We also believe that AFFO is a recognized measure of sustainable operating performance by the REIT industry. Further, we believe AFFO is useful in comparing the sustainability of our operating performance with the sustainability of the operating performance of other real estate companies that are not as involved activities which are excluded from our calculation. Investors are cautioned that AFFO should only be used to assess the sustainability of our operating performance excluding these activities, as it excludes certain costs that have a negative effect on our operating performance during the periods in which these costs are incurred.
In addition, we exclude certain interest expenses related to securities that are convertible to common stock as the shares are assumed to have converted to common stock in our calculation of weighted average common shares-fully diluted. As the Company’s convertible notes have a cash or stock settlement option and the Company has the ability and intent to settle its convertible notes in cash, the interest expense related to our convertible notes have not been excluded from AFFO, and accordingly, the shares are not assumed to have converted to common stock in our calculation of weighted average common shares-fully diluted.
American Realty Capital Properties, Inc.
Definitions
In calculating AFFO, we exclude expenses, which under GAAP are characterized as operating expenses in determining operating net income. These expenses are paid in cash by us, and therefore such funds will not be available to distribute to investors. All paid and accrued merger and acquisition fees and certain other expenses negatively impact our operating performance during the period in which expenses are incurred or properties are acquired and will have negative effects on returns to investors, the potential for future distributions, and cash flows generated by us, unless earnings from operations or net sales proceeds from the disposition of other properties are generated to cover the purchase price of the property and certain other expenses. Therefore, AFFO may not be an accurate indicator of our operating performance, especially during periods in which mergers are being consummated or properties are being acquired or certain other expense are being incurred. AFFO that excludes such costs and expenses would only be comparable to companies that did not have such activities. Further, under GAAP, certain contemplated non-cash fair value and other non-cash adjustments are considered operating non-cash adjustments to net income in determining cash flow from operating activities. In addition, we view fair value adjustments as items which are unrealized and may not ultimately be realized. We view both gains and losses from fair value adjustments as items which are not reflective of ongoing operations and are therefore typically adjusted for when assessing operating performance. Excluding income and expense items detailed above from our calculation of AFFO provides information consistent with management's analysis of the operating performance of the properties. Additionally, fair value adjustments, which are based on the impact of current market fluctuations and underlying assessments of general market conditions, but can also result from operational factors such as rental and occupancy rates, may not be directly related or attributable to our current operating performance. By excluding such changes that may reflect anticipated and unrealized gains or losses, we believe AFFO provides useful supplemental information.
As a result, we believe that the use of FFO and AFFO, together with the required U.S. GAAP presentations, provide a more complete understanding of our performance relative to our peers and a more informed and appropriate basis on which to make decisions involving operating, financing, and investing activities.
FFO and AFFO are non-GAAP financial measures and do not represent net income as defined by U.S. GAAP. FFO and AFFO do not represent cash flows from operations as defined by U.S. GAAP, are not indicative of cash available to fund all cash flow needs and liquidity, including our ability to pay distributions and should not be considered as alternatives to net income, as determined in accordance with U.S. GAAP, for purposes of evaluating our operating performance. Other REITs may not define FFO in accordance with the current NAREIT definition (as we do) or may interpret the current NAREIT definition differently than we do and/or calculate AFFO differently than we do. Consequently, our presentation of FFO and AFFO may not be comparable to other similarly titled measures presented by other REITs.
Investment grade is a determination made by major credit rating agencies and, for these purposes, includes an affiliate of an entity with an investment grade rating.
Pro Forma Normalized AFFO Run Rate is the Company's established a pro forma normalized AFFO run rate to provide a metric which demonstrates the expected impact of all completed or announced transaction activity for 2014 on the Company’s AFFO, once such transactions are consummated. Because ARCP has successfully closed on, or placed under contract, an aggregate of $4.24 billion of balance sheet acquisitions for 2014, approximately $250 million from its 2014 target, and expects to dispose of its multi-tenant portfolio early in the fourth quarter of 2014, all as of mid-year, it believes that providing an updated projection of where its operating performance will stand by the end of 2014, as impacted by such announced and expected transactions, is important at this time. The run rate is specific to 2014, does not include any balance sheet acquisitions in excess of ARCP’s $4.5 billion 2014 guidance, dispositions, rent growth or G&A synergies for 2015 and assumes results for Cole Capital consistent with the Company’s 2014 projection.