Exhibit 99.4
VENTURE ONE PORTFOLIO
COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)
VENTURE ONE PORTFOLIO
CONTENTS
| Independent Auditors’ Report | 1-2 |
| Combined Statements of Revenues and Certain Expenses | 3 |
| Notes to Combined Statements of Revenues and Certain Expenses | 4-6 |
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors and Stockholders
Plymouth Industrial REIT, Inc.
Report on the Financial Statement
We have audited the accompanying combined statement of revenues and certain expenses of Venture One Portfolio for the year ended December 31, 2013, and the related notes to the combined statement of revenues and certain expenses.
Management's Responsibility for the Financial Statement
Management is responsible for the preparation and fair presentation of this financial statement in accordance with accounting principles generally accepted in the United Statements of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the combined financial statement that is free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on the combined financial statement based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the combined financial statement is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statement. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the combined financial statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statement.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
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Opinion
In our opinion, the combined financial statement referred to above presents fairly, in all material respects, the combined revenues and certain expenses, described in Note 2, of Venture One Portfolio for the year ended December 31, 2013, in accordance with accounting principles generally accepted in the United States of America.
Emphasis of Matter
We draw attention to Note 2 to the combined financial statement, which describes that the accompanying combined financial statement was prepared for the purpose of complying with rules and regulations of the U.S. Securities and Exchange Commission and it is not intended to be a complete presentation of Venture One Portfolio’s combined revenues and certain expenses. Our opinion is not modified with respect to that matter.
/s/ Marcum LLP
Marcum LLP
Boston, MA
June 6, 2014
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VENTURE ONE PORTFOLIO
COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)
| Nine Months Ended | ||||||||
| September 30, 2014 | Year Ended | |||||||
| (Unaudited) | December 31, 2013 | |||||||
| Revenues | ||||||||
| Rental revenue | $ | 1,761,880 | $ | 2,350,287 | ||||
| Tenant reimbursements | 467,138 | 519,162 | ||||||
| Other | 1,189 | 300 | ||||||
| Total revenues | 2,230,207 | 2,869,749 | ||||||
| Certain expenses | ||||||||
| Property operating expenses | 182,968 | 237,954 | ||||||
| Real estate taxes and insurance | 477,088 | 502,977 | ||||||
| General and administrative expenses | 8,376 | 21,768 | ||||||
| Total certain expenses | 668,432 | 762,699 | ||||||
| Revenues in excess of certain expenses | $ | 1,561,775 | $ | 2,107,050 | ||||
The accompanying notes are an integral part of the combined statements of revenues and certain expenses.
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VENTURE ONE PORTFOLIO
NOTES TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)
NOTE 1 - DESCRIPTION OF PORTFOLIO
Venture One Portfolio (the “Portfolio”) consists of a group of six fully-constructed industrial warehouse facilities located in Chicago, Illinois with approximately 486,000 square feet of rentable space. As of September 30, 2014, common control existed across all properties in the Portfolio. Plymouth Industrial REIT, Inc. (the “Company”) acquired the Portfolio on October 31, 2014 from VK Industrial I, LP.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying combined statements of revenues and certain expenses include the operations of the Portfolio and have been prepared for the purpose of complying with Rule 3-14 of Regulation S-X promulgated under the Securities Act of 1933, as amended. Accordingly, the statements are not representative of the actual operations for the periods presented as revenues and certain expenses, which may not be directly attributable to the revenues and expenses expected to be incurred in the future operations of the Portfolio, have been excluded. Such items include depreciation, amortization, interest expense, interest income, and amortization of above-and below-market leases. Management is not aware of any material factors relating to the properties that would cause the reported financial information not to be indicative of future operating results.
INTERIM UNAUDITED INFORMATION
The combined statement of revenues and certain expenses for the nine months ended September 30, 2014 is unaudited. In the opinion of the Company, such statement reflects all adjustments necessary for a fair presentation of revenues and certain expenses in accordance with U.S. Securities and Exchange Commission’s Rule 3-14 as described above. All such adjustments are of a normal recurring nature.
USE OF ESTIMATES
The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenues and certain expenses during the reporting periods. Actual results could differ from these estimates.
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VENTURE ONE PORTFOLIO
NOTES TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
REVENUE RECOGNITION
The Portfolio recognizes rental revenue from tenants on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased asset.
Tenant reimbursements related to reimbursements of real estate taxes, insurance, and other operating expenses are recognized as revenue in the period the applicable expenses are incurred.
NOTE 3 - MINIMUM FUTURE LEASE RENTALS
There are various lease agreements in place with tenants to lease space in the Portfolio. As of September 30, 2014, the minimum future rentals receivable under noncancelable operating leases in each of the next five years and thereafter are as follows (unaudited):
| Year Ending December 31, | Amount | |||
| 2014 (three months ending December 31, 2014) | $ | 588,849 | ||
| 2015 | 2,327,283 | |||
| 2016 | 2,365,771 | |||
| 2017 | 1,844,178 | |||
| 2018 | 1,890,921 | |||
| Thereafter | 3,571,840 | |||
| Total | $ | 12,588,842 | ||
NOTE 4 - TENANT CONCENTRATIONS
As of December 31, 2013 and September 30, 2014, four properties are 100% occupied by single tenants and two properties are 100% occupied by multi-tenants. One multi-tenant property is occupied by two tenants with occupancy of 77% and 23%, respectively, and the other is occupied by two tenants with occupancy of 48% and 52%, respectively.
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VENTURE ONE PORTFOLIO
NOTES TO COMBINED STATEMENTS OF REVENUES AND CERTAIN EXPENSES
FOR THE YEAR ENDED DECEMBER 31, 2013 AND
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)
NOTE 4 - TENANT CONCENTRATIONS (CONTINUED)
The following table summarizes the total revenues for each property:
| Tenants | Square Feet | Nine Months Ended September 30, 2014 (Unaudited) $ | % | Year Ended December 31, 2013 ($) | % | |||||||||||||||||||
| 3940 Stern Street | Single | 146,798 | $ | 538,308 | 24% | $ | 695,536 | 24% | ||||||||||||||||
| 1875 Homes | Single | 134,415 | 570,913 | 26% | 744,385 | 26% | ||||||||||||||||||
| 189 Seegers | Single | 25,000 | 136,446 | 6% | 198,126 | 7% | ||||||||||||||||||
| 11351 W 183rd | Single | 18,768 | 163,998 | 7% | 202,395 | 7% | ||||||||||||||||||
| 1355 Holmes | Multi-tenant | 82,456 | 369,079 | 17% | 447,123 | 16% | ||||||||||||||||||
| 2401 Commerce | Multi-tenant | 78,715 | 451,463 | 20% | 582,184 | 20% | ||||||||||||||||||
| Total | 486,152 | $ | 2,230,207 | 100% | $ | 2,869,749 | 100% | |||||||||||||||||
NOTE 5 - RELATED-PARTY TRANSACTIONS
An affiliate of the previous owner of the Portfolio provided property management services to the properties. The management fee was calculated at 3% of annual rent. Management fees amounted to $62,737 for the year ended December 31, 2013 and $65,006 for the nine months ended September 30, 2014 (unaudited).
NOTE 6 - SUBSEQUENT EVENTS
The Portfolio’s management evaluated subsequent events through June 6, 2014, the date the combined financial statements were available to be issued.
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