Exhibit 99.1
420 Lexington Avenue New York, NY 10170 800.468.7526
FOR IMMEDIATE RELEASE
CONTACT:
Stacy Slater
Senior Vice President, Investor Relations
800.468.7526
stacy.slater@brixmor.com
BRIXMOR PROPERTY GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2014 RESULTS
- Increases FFO per Share by 7.1% in 2014 -
- Achieves Strong Same Property NOI Growth of 3.9% in 2014 -
- Provides 2015 Guidance Including FFO Growth of 8% - 11% -
NEW YORK, FEBRUARY 9, 2015 - Brixmor Property Group Inc. (NYSE: BRX) (“Brixmor” or the “Company”) announced today its results of operations for the fourth quarter and year ended December 31, 2014.
Fourth Quarter 2014 Operating Results - IPO Portfolio
|
| | | | | | | |
| | | Three Months Ended | | |
| | | 12/31/2014 | | | 12/31/2013 | | Change |
| Percent leased | | 92.8% | | | 92.4% | | +40 basis points |
| Percent leased: anchors (≥ 10K SF) | | 97.1% | | | 97.1% | | flat |
| Percent leased: small shop (< 10K SF) | | 82.6% | | | 81.6% | | +100 basis points |
| Total new and renewal lease average annualized base rent (“ABR”) / SF | | $12.89 | | | $11.96 | | +7.8% |
| Total rent spread (cash) | | 13.9% | | | 11.0% | | +290 basis points |
Operating metrics continued their positive trajectory in the fourth quarter of 2014 with healthy leasing results and same property NOI increasing 3.9%, the tenth consecutive quarter of growth over 3.5%. Total rent spreads increased to 13.9%, the sixth consecutive quarter of spreads over 11.0%, and were 12.6% for the year. Funds from operations per diluted share increased 7.1% over 2013. Additionally, the Company’s operating partnership, Brixmor Operating Partnership LP (the “Operating Partnership”), received investment grade ratings from Standard & Poor's Ratings Services and Fitch Ratings during the quarter.
“Our strong performance during the quarter and the year reflects our embedded growth opportunity as we continue to harvest the below market leases throughout our portfolio and reposition our properties with best-in-class anchors. We produced strong operating and financial results in the fourth quarter, led by same property NOI growth and rent spreads approaching 14% for the second consecutive quarter. The investments that we are making in the portfolio continue to provide cash flow growth,” stated Michael Carroll, Chief Executive Officer.
420 Lexington Avenue New York, NY 10170 800.468.7526
Dividend
The Company’s Board of Directors declared a quarterly cash dividend of $0.225 per common share (equivalent to $0.90 per annum) for the first quarter of 2015. The dividend is payable on April 15, 2015 to stockholders of record on April 6, 2015, representing an ex-dividend date of April 1, 2015.
Financial Highlights
For the three months ended December 31, 2014 and December 31, 2013, Brixmor reported FFO attributable to stockholders and non-controlling interests convertible into common stock, on a pro forma basis, of $131.5 million, or $0.43 per diluted share and $132.3 million, or $0.43 per diluted share, respectively. For the three months ended December 31, 2014 results include the impact of ($0.01) per diluted share of expenses associated with secondary offerings on behalf of The Blackstone Group L.P. (“Blackstone”) and Centerbridge Partners, L.P. (“Centerbridge”). FFO attributable to stockholders and non-controlling interests convertible into common stock for the three months ended December 31, 2014 and December 31, 2013 includes costs related to the early prepayment of debt of approximately $11.2 million, or ($0.04) per diluted share, and $2.4 million, or ($0.01) per diluted share, respectively. For the three months ended December 31, 2014 and December 31, 2013, net income attributable to common stockholders, on a pro forma basis, was $22.9 million, or $0.08 per diluted share and $14.6 million, or $0.06 per diluted share, respectively. See “IPO Portfolio” below for more information on pro forma results of operations.
For the year ended December 31, 2014, Brixmor reported FFO attributable to stockholders and non-controlling interests convertible into common stock, on a pro forma basis, of $549.2 million, or $1.80 per diluted share, up 7.1% on a diluted per share basis from $511.8 million, or $1.68 per diluted share, on a pro forma basis, for the year ended December 31, 2013. FFO attributable to stockholders and non-controlling interests convertible into common stock for the year ended December 31, 2014 and December 31, 2013 includes costs related to the early prepayment of debt of approximately $13.8 million, or ($0.05) per diluted share, and $1.7 million, or ($0.01) per diluted share, respectively. For the years ended December 31, 2014 and December 31, 2013, net income attributable to common stockholders, on a pro forma basis, was $88.9 million, or $0.36 per diluted share and $28.7 million, or $0.12 per diluted share, respectively.
For the three months ended December 31, 2014 and December 31, 2013, net income attributable to common stockholders (actual results) was $22.9 million, or $0.08 per diluted share and ($12.1 million), or ($0.06) per diluted share, respectively. For the years ended December 31, 2014 and December 31, 2013, Brixmor reported net income attributable to common stockholders (actual results) of $88.9 million, or $0.36 per diluted share and ($93.7 million), or ($0.50) per diluted share, respectively.
Same property net operating income (“same property NOI”) for the three months ended December 31, 2014 increased 3.9% from the comparable 2013 period primarily due to growth in rental income driven by strong leasing spreads as the Company continues to harvest the below-market leases inherent in its portfolio, as well as occupancy gains. For 2014, same property NOI increased 3.9% from 2013. In addition, ABR per square foot for the portfolio increased to $12.14 at December 31, 2014 from $11.93 at December 31, 2013.
420 Lexington Avenue New York, NY 10170 800.468.7526
During the fourth quarter, the Company completed three anchor space repositioning / redevelopment / outparcel development projects and added four projects to its pipeline. At December 31, 2014, the anchor space repositioning / redevelopment / outparcel development pipeline was comprised of 28 projects, the aggregate cost of which (including costs incurred in prior years on these projects) is expected to be approximately $95.9 million, of which $29.8 million has already been incurred.
Capital Structure
In December, Standard & Poor's Ratings Services assigned a BBB- corporate credit rating to Brixmor and its Operating Partnership and Fitch Ratings assigned an initial Issuer Default Rating of BBB- to Brixmor and the Operating Partnership. The Operating Partnership previously received an investment grade rating of Baa3 from Moody’s Investors Service in May.
In the first quarter of 2015, the Operating Partnership L.P. completed an inaugural offering of $700 million aggregate principal amount of 3.850% Senior Notes due 2025 at 99.958% of par value. Proceeds from the offering were utilized to repay outstanding borrowings under the Company’s $1.25 billion senior unsecured revolving credit facility and for general corporate purposes. Borrowings under the revolving credit facility were used to repay indebtedness and financial liabilities over the course of 2014.
Michael Pappagallo, President & Chief Financial Officer, added, “The achievement of these investment grade ratings, as well as our successful inaugural bond offering, are a reflection of the Company’s significantly enhanced credit profile. During 2014, we improved our percent of NOI from unencumbered assets to 50% from 37% at the end of 2013, while reducing our overall leverage by $78 million. Throughout the year, we refinanced $763 million of secured debt, $110 million of Brixmor LLC, an indirect subsidiary, bonds and $173 million of financing liabilities, reducing our average interest rate associated with these instruments by 250 basis points from 5.6% to 3.1%. As such, we reduced our overall weighted average interest rate to 4.2% at December 31, 2014 from 4.9% at December 31, 2013.”
Secondary Offerings
In November 2014, the Company completed a secondary offering of 28,750,000 shares of its common stock by certain selling stockholders affiliated with Blackstone and in December, the Company completed a secondary offering of 5,608,082 shares of its common stock by certain selling stockholders affiliated with Centerbridge, representing all of the remaining shares held by Centerbridge Partners. In January 2015, the Company completed a secondary offering of 17,500,000 shares of its common stock by certain selling stockholders affiliated with Blackstone. The Company did not offer any shares of common stock in these offerings and did not receive any proceeds from the sale of shares in these offerings. As a result of the offering in January 2015, Blackstone ceased to own a majority of the shares of Brixmor. Accordingly, to ensure that Blackstone employees no longer constitute a majority of the Company’s board of directors, Nadeem Meghji resigned from the Company’s board of directors.
Guidance
The Company expects to generate FFO attributable to stockholders and non-controlling interests convertible into common stock per common share - diluted of $1.94 - $2.00 in 2015, an expected increase of 8% to 11% over 2014.
420 Lexington Avenue New York, NY 10170 800.468.7526
2015 guidance for same property NOI includes approximately a 40 basis point negative impact related to proactive remerchandising activities, including the Company’s previously announced early termination of certain Kmart leases and other recapturing of space expected to occur throughout the year.
Due to the uncertain nature of property acquisitions and dispositions, the Company has assumed no such transactions for 2015 in its guidance. In addition, the guidance does not include any expectations of one-time items, such as potential expenses associated with secondary offerings on behalf of Blackstone. Estimated 2015 earnings and portfolio metrics are as follows:
|
| | |
| | | 2015E |
| FFO per common share - diluted | | $1.94 - $2.00 |
| Same property NOI | | 3.0 - 3.7% |
| Percent leased (at year-end) | | 93.0 - 93.5% |
| New and renewal rent growth (cash) | | 12.0 - 17.0% |
| Total leasing related capital expenditures | | $155 - $175M |
| Anchor space repositioning and redevelopment related spending | | $85 - $100M |
| General and administrative expenses | | $79 - $82M |
| Interest expense | | $256 - $265M |
| Straight-line rent and above- and below-market rent amortization, net | | $54 - $59M |
The Company’s guidance is on page 51 of its Supplemental Disclosure. See “Conference Call and Supplemental Information” below for more information on the Company’s Supplemental Disclosure.
The following table provides a bridge from the Company’s 2014 FFO attributable to stockholders and non-controlling interests convertible into common stock per common share - diluted to the range of the Company’s 2015 estimated FFO attributable to stockholders and non-controlling interests convertible into common stock per common share - diluted.
|
| | | | |
| | | Low | | High |
| 2014 FFO per common share - diluted | | $1.80 | | $1.80 |
| Same property NOI | | $0.08 | | $0.10 |
| Net interest expense savings | | $0.04 | | $0.07 |
| Lower straight-line rent and above- and below-market rent amortization, net | | ($0.03) | | ($0.02) |
| 2014 loss on extinguishment of debt, net | | $0.05 | | $0.05 |
| 2015E FFO per common share - diluted | | $1.94 | | $2.00 |
420 Lexington Avenue New York, NY 10170 800.468.7526
The following table provides a reconciliation of the range of 2015 estimated FFO attributable to stockholders and non-controlling interests convertible into common stock to net income attributable to common stockholders.
|
| | | | |
| (Unaudited, dollars in millions, except per share amounts) | | |
| | | 2015E | | 2015E Per Common Share - Diluted |
| Net income attributable to common stockholders | | $143 - $165 | | $0.47 - $0.54 |
| Depreciation and amortization | | ($448 - $445) | | ($1.47 - $1.46) |
| FFO attributable to stockholders and non-controlling interests convertible into common stock | | $591 - $610 | | $1.94 - $2.00 |
IPO Portfolio
In connection with the Company’s initial public offering (the “IPO”), the Company acquired interests in 43 properties (the “Acquired Properties”) from certain investment funds affiliated with The Blackstone Group L.P. (“Blackstone”). Also in connection with the IPO, the Company issued to certain funds affiliated with Blackstone and Centerbridge Partners L.P. (the "pre-IPO owners") an interest in its Operating Partnership allocating to these pre-IPO owners all of the economic consequences of ownership of 47 excluded properties (the “Excluded Properties”).
The Company’s IPO Portfolio includes all properties owned as of the completion of the IPO, including the Acquired Properties and excluding the Excluded Properties, and constitutes the go forward properties owned by the Company. The IPO Portfolio performance is captured in the pro forma results. These results reflect the impact of the transactions associated with the IPO, including (i) the contribution of the Acquired Properties, (ii) the distribution of the Excluded Properties, (iii) the acquisition of the interest not already held in Arapahoe Crossings L.P., (iv) borrowings under the unsecured credit facility, including the use thereof, and (v) the net proceeds from the IPO, including the use thereof. The pro forma adjustments associated with these transactions assume that each transaction was completed as of December 31, 2013 for the purpose of the unaudited pro forma consolidated balance sheet and as of January 1, 2014 and January 1, 2013, respectively, for the purpose of the unaudited pro forma consolidated statements of operations. A reconciliation of pro forma balance sheet and results of operations to actual balance sheet and results of operations is presented in the attached table.
Conference Call and Supplemental Information
The Company will host a teleconference on Tuesday, February 10, 2015 at 10:00 AM ET. To participate, please dial 888.317.6003 (domestic) or 412.317.6061 (international) at least ten minutes prior to the scheduled start of the call (Passcode: 7499563). The teleconference can also be accessed via a live webcast at www.brixmor.com in the Investors section. A replay of the teleconference will be available through midnight ET on February 17, 2015 by dialing 877.344.7529 (domestic) or 412.317.0088 (international) (Passcode: 10056014) or via the web through February 10, 2016 at www.brixmor.com in the Investors section.
420 Lexington Avenue New York, NY 10170 800.468.7526
The Company’s Supplemental Disclosure will be posted at www.brixmor.com in the Investors section. These materials are also available to all interested parties upon request to the Company at investorrelations@brixmor.com or 800.468.7526.
Non-GAAP Disclosures
FFO
FFO is a supplemental non-GAAP financial measure utilized to evaluate the operating performance of real estate companies. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) in accordance with GAAP excluding (i) gain (loss) on disposition of operating properties, and (ii) extraordinary items, plus (iii) depreciation and amortization of operating properties, (iv) impairment of operating properties and real estate equity investments, and (v) after adjustments for joint ventures calculated to reflect funds from operations on the same basis. FFO attributable to stockholders and non-controlling interests convertible into common stock is FFO as further adjusted to exclude net income (loss) attributable to non-controlling interests not convertible into common stock. The Company believes FFO attributable to stockholders and non-controlling interests convertible into common stock is a meaningful supplemental measure that is more reflective of its operating performance by excluding FFO attributable to non-controlling interests not convertible into common stock.
The Company presents FFO and FFO attributable to stockholders and non-controlling interests convertible into common stock as it considers them important supplemental measures of its operating performance and the Company believes they are frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. FFO and FFO attributable to stockholders and non-controlling interests convertible into common stock should not be considered as alternatives to net income (determined in accordance with GAAP) as indicators of financial performance and are not alternatives to cash flow from operating activities (determined in accordance with GAAP) as measures of liquidity. Non-GAAP financial measures have limitations as they do not include all items of income and expense that affect operations and, accordingly, should always be considered as supplemental to financial results presented in accordance with GAAP. Computation of FFO and FFO attributable to stockholders and non-controlling interests convertible into common stock may differ in certain respects from the methodology utilized by other REITs and, therefore, may not be comparable to similarly titled measures presented by such other REITs. Investors are cautioned that items excluded from FFO and FFO attributable to stockholders and non-controlling interests convertible into common stock are significant components in understanding and addressing financial performance.
A reconciliation of FFO and FFO attributable to non-controlling interests not convertible into common stock to Net income (loss) is presented in the attached table.
Same Property NOI
Same property NOI is calculated (using properties owned as of the end of both reporting periods and for the entirety of both periods excluding properties classified as discontinued operations), as rental income (minimum rent, percentage rents, tenant recoveries and other property income) less rental operating expenses (property operating expenses, real estate taxes and bad debt expense) of the properties owned by Brixmor. Same property NOI excludes corporate level income (including transaction and other fees), lease termination income, straight-line rent and
420 Lexington Avenue New York, NY 10170 800.468.7526
amortization of above-/below-market leases of the same property pool from the prior year reporting period to the current year reporting period.
Same property NOI is a supplemental, non-GAAP financial measure utilized to evaluate the operating performance of real estate companies and the Company believes it is frequently used by securities analysts, investors and other interested parties in understanding business and operating results regarding the underlying economics of Brixmor's business operations. It includes only the net operating income of properties owned for the full period presented, which eliminates disparities in net income due to the acquisition or disposition of properties during the period presented, and therefore, provides a more consistent metric for comparing the performance of properties. Management uses same property NOI to review operating results for comparative purposes with respect to previous periods or forecasts, and also to evaluate future prospects. Same property NOI is not intended to be a performance measure that should be regarded as an alternative to, or more meaningful than, net income (determined in accordance with GAAP) or other GAAP financial measures. Non-GAAP financial measures have limitations as they do not include all items of income and expense that affect operations, and accordingly, should always be considered as supplemental to financial results presented in accordance with GAAP. Computation of same property NOI may differ in certain respects from the methodology utilized by other REITs and, therefore, may not be comparable to such other REITs.
About Brixmor Property Group
Brixmor owns and operates the nation's largest wholly owned portfolio of grocery-anchored community and neighborhood shopping centers, with 521 properties aggregating approximately 87 million square feet of gross leasable area located primarily across the top 50 U.S. metro markets. Brixmor leverages its national footprint, local market knowledge and operational expertise to support the growth of its retail tenants. The Company is focused on maximizing the value of its portfolio through its extensive leasing capabilities and anchor space repositioning / redevelopment platform. Headquartered in New York City, the Company is the largest landlord to The TJX Companies and The Kroger Company. For additional information, please visit www.brixmor.com.
Safe Harbor Language
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements include, but are not limited to, statements related to the Company’s expectations regarding the performance of its business, its financial results, its liquidity and capital resources and other non-historical statements. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as such factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the Company’s filings with the SEC. The Company
420 Lexington Avenue New York, NY 10170 800.468.7526
undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.
###
|
| | | | | | | | | | | | | | | | |
| CONSOLIDATED BALANCE SHEETS | | | | | | |
| Unaudited, dollars in thousands, except share information | | | | | | |
| | | | | | | | | | | |
| | | | | | Actual Results | | Pro Forma | |
| | | | | | 12/31/14 | | 12/31/13 | | 12/31/13 | |
| | Assets | | | | | | |
| | | Real estate | | | | | | |
| | | | Land | $ | 2,000,415 |
| | $ | 2,055,802 |
| | $ | 1,989,160 |
| |
| | | | Buildings and improvements | 8,801,834 |
| | 8,781,926 |
| | 8,654,899 |
| |
| | | | | | 10,802,249 |
| | 10,837,728 |
| | 10,644,059 |
| |
| | | | Accumulated depreciation and amortization | (1,549,234 | ) | | (1,190,170 | ) | | (1,160,478 | ) | |
| | | Real estate, net | 9,253,015 |
| | 9,647,558 |
| | 9,483,581 |
| |
| | | Investments in and advances to unconsolidated joint ventures | 5,072 |
| | 9,205 |
| | 5,171 |
| |
| | | Cash and cash equivalents | 60,595 |
| | 113,915 |
| | 95,332 |
| |
| | | Restricted cash | 53,164 |
| | 75,457 |
| | 74,847 |
| |
| | | Marketable securities | 20,315 |
| | 22,104 |
| | 22,104 |
| |
| | | Receivables, net | 182,424 |
| | 178,505 |
| | 175,584 |
| |
| | | Deferred charges and prepaid expenses, net | 114,758 |
| | 105,522 |
| | 103,237 |
| |
| | | Other assets | 13,059 |
| | 19,650 |
| | 14,043 |
| |
| | Total assets | $ | 9,702,402 |
| | $ | 10,171,916 |
| | $ | 9,973,899 |
| |
| | | | | | | | | | | |
| | Liabilities | | | | | | |
| | | Debt obligations, net | $ | 6,042,997 |
| | $ | 5,981,289 |
| | $ | 5,965,307 |
| |
| | | Financing liabilities, net | — |
| | 175,111 |
| | 175,111 |
| |
| | | Accounts payable, accrued expenses and other liabilities | 679,102 |
| | 709,529 |
| | 701,495 |
| |
| | Total liabilities | 6,722,099 |
| | 6,865,929 |
| | 6,841,913 |
| |
| | | | | | | | | | | |
| | Redeemable non-controlling interests | — |
| | 21,467 |
| | 21,467 |
| |
| | Commitments and contingencies | — |
| | — |
| | — |
| |
| | | | | | | | | | | |
| | Equity | | | | | | |
| | | Common stock, $0.01 par value; authorized 3,000,000,000 shares; | | | | | | |
| | | | 296,552,142 and 229,689,960 shares outstanding | 2,966 |
| | 2,297 |
| | 2,297 |
| |
| | | Additional paid in capital | 3,223,941 |
| | 2,543,690 |
| | 2,543,690 |
| |
| | | Accumulated other comprehensive loss | (4,435 | ) | | (6,812 | ) | | (6,812 | ) | |
| | | Distributions and accumulated losses | (318,762 | ) | | (196,707 | ) | | (196,707 | ) | |
| | Total stockholders' equity | 2,903,710 |
| | 2,342,468 |
| | 2,342,468 |
| |
| | | Non-controlling interests | 76,593 |
| | 942,052 |
| | 768,051 |
| |
| | Total equity | 2,980,303 |
| | 3,284,520 |
| | 3,110,519 |
| |
| | Total liabilities and equity | $ | 9,702,402 |
| | $ | 10,171,916 |
| | $ | 9,973,899 |
| |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| CONSOLIDATED STATEMENTS OF OPERATIONS | | | | | | | |
| Unaudited, dollars in thousands, except per share amounts | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | Pro Forma | | | Actual Results | |
| | | | | | Three Months Ended | | Twelve Months Ended | | | Three Months Ended | | Twelve Months Ended | |
| | | | | | 12/31/14 | | 12/31/13 | | 12/31/14 | | 12/31/13 | | | 12/31/14 | | 12/31/13 | | 12/31/14 | | 12/31/13 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | Revenues | | | | | | | | | | | | | | | | | |
| | | Rental income | $ | 242,740 |
| | $ | 238,399 |
| | $ | 960,715 |
| | $ | 940,313 |
| | | $ | 242,740 |
| | $ | 233,643 |
| | $ | 960,715 |
| | $ | 887,466 |
| |
| | | Expense reimbursements | 70,306 |
| | 64,329 |
| | 268,035 |
| | 256,000 |
| | | 70,306 |
| | 63,371 |
| | 268,035 |
| | 242,803 |
| |
| | | Other revenues | 1,559 |
| | 1,958 |
| | 7,849 |
| | 10,103 |
| | | 1,559 |
| | 8,129 |
| | 7,849 |
| | 16,135 |
| |
| | Total revenues | 314,605 |
| | 304,686 |
| | 1,236,599 |
| | 1,206,416 |
| | | 314,605 |
| | 305,143 |
| | 1,236,599 |
| | 1,146,404 |
| |
| | | | | | | | | | | | | | | | | | | | | | |
| | Operating expenses | | | | | | | | | | | | | | | | | |
| | | Operating costs | 33,592 |
| | 31,911 |
| | 129,148 |
| | 124,648 |
| | | 33,592 |
| | 31,014 |
| | 129,148 |
| | 116,522 |
| |
| | | Real estate taxes | 46,911 |
| | 44,388 |
| | 179,504 |
| | 175,815 |
| | | 46,911 |
| | 43,822 |
| | 179,504 |
| | 168,468 |
| |
| | | Depreciation and amortization | 107,706 |
| | 113,349 |
| | 441,630 |
| | 475,498 |
| | | 107,706 |
| | 109,804 |
| | 441,630 |
| | 438,547 |
| |
| | | Provision for doubtful accounts | 2,920 |
| | 3,018 |
| | 11,537 |
| | 11,284 |
| | | 2,920 |
| | 2,950 |
| | 11,537 |
| | 10,899 |
| |
| | | Impairment of real estate assets | — |
| | — |
| | — |
| | 1,531 |
| | | — |
| | — |
| | — |
| | 1,531 |
| |
| | | General and administrative | 20,954 |
| | 18,435 |
| | 80,175 |
| | 83,070 |
| | | 20,954 |
| | 55,403 |
| | 80,175 |
| | 121,082 |
| |
| | Total operating expenses | 212,083 |
| | 211,101 |
| | 841,994 |
| | 871,846 |
| | | 212,083 |
| | 242,993 |
| | 841,994 |
| | 857,049 |
| |
| | | | | | | | | | | | | | | | | | | | | | |
| | Other income (expense) | | | | | | | | | | | | | | | | | |
| | | Dividends and interest | 166 |
| | 205 |
| | 602 |
| | 841 |
| | | 166 |
| | 205 |
| | 602 |
| | 832 |
| |
| | | Interest expense | (63,348 | ) | | (71,925 | ) | | (262,812 | ) | | (290,766 | ) | | | (63,348 | ) | | (72,466 | ) | | (262,812 | ) | | (343,193 | ) | |
| | | Gain (loss) on sale of real estate assets and acquisition of joint venture interest | — |
| | — |
| | 378 |
| | 921 |
| | | — |
| | — |
| | 378 |
| | 2,223 |
| |
| | | Loss on extinguishment of debt, net | (11,187 | ) | | (2,384 | ) | | (13,761 | ) | | (1,620 | ) | | | (11,187 | ) | | (2,279 | ) | | (13,761 | ) | | (20,028 | ) | |
| | | Other | (3,098 | ) | | 67 |
| | (8,431 | ) | | (5,179 | ) | | | (3,098 | ) | | (3,210 | ) | | (8,431 | ) | | (11,014 | ) | |
| | Total other income (expense) | (77,467 | ) | | (74,037 | ) | | (284,024 | ) | | (295,803 | ) | | | (77,467 | ) | | (77,750 | ) | | (284,024 | ) | | (371,180 | ) | |
| | | | | | | | | | | | | | | | | | | | | | |
| | Income (loss) before equity in income of unconsolidated joint ventures | 25,055 |
| | 19,548 |
| | 110,581 |
| | 38,767 |
| | | 25,055 |
| | (15,600 | ) | | 110,581 |
| | (81,825 | ) | |
| | Equity in income of unconsolidated joint ventures | 123 |
| | 108 |
| | 438 |
| | 626 |
| | | 123 |
| | 166 |
| | 370 |
| | 1,167 |
| |
| | Gain on disposition of investments in unconsolidated joint ventures | — |
| | — |
| | — |
| | — |
| | | — |
| | — |
| | 1,820 |
| | — |
| |
| | Income (loss) from continuing operations | 25,178 |
| | 19,656 |
| | 111,019 |
| | 39,393 |
| | | 25,178 |
| | (15,434 | ) | | 112,771 |
| | (80,658 | ) | |
| | | | | | | | | | | | | | | | | | | | | | |
| | Discontinued operations | | | | | | | | | | | | | | | | | |
| | | Income (loss) from discontinued operations | 26 |
| | 36 |
| | 122 |
| | (4 | ) | | | 26 |
| | 4,433 |
| | 4,909 |
| | 3,505 |
| |
| | | Gain on disposition of operating properties | 745 |
| | — |
| | 745 |
| | — |
| | | 745 |
| | 761 |
| | 15,171 |
| | 3,392 |
| |
| | | Impairment of real estate held for sale | — |
| | — |
| | — |
| | — |
| | | — |
| | (1,799 | ) | | — |
| | (45,122 | ) | |
| | Income (loss) from discontinued operations | 771 |
| | 36 |
| | 867 |
| | (4 | ) | | | 771 |
| | 3,395 |
| | 20,080 |
| | (38,225 | ) | |
| | Net income (loss) | 25,949 |
| | 19,692 |
| | 111,886 |
| | 39,389 |
| | | 25,949 |
| | (12,039 | ) | | 132,851 |
| | (118,883 | ) | |
| | Net (income) loss attributable to non-controlling interests | (2,851 | ) | | (5,080 | ) | | (22,832 | ) | | (10,675 | ) | | | (2,851 | ) | | 102 |
| | (43,849 | ) | | 25,349 |
| |
| | Net income (loss) attributable to Brixmor Property Group Inc. | 23,098 |
| | 14,612 |
| | 89,054 |
| | 28,714 |
| | | 23,098 |
| | (11,937 | ) | | 89,002 |
| | (93,534 | ) | |
| | Preferred stock dividends | (150 | ) | | — |
| | (150 | ) | | — |
| | | (150 | ) | | (162 | ) | | (150 | ) | | (162 | ) | |
| | Net income (loss) attributable to common stockholders | $ | 22,948 |
| | $ | 14,612 |
| | $ | 88,904 |
| | $ | 28,714 |
| | | $ | 22,948 |
| | $ | (12,099 | ) | | $ | 88,852 |
| | $ | (93,696 | ) | |
| | | | | | | | | | | | | | | | | | | | | | |
| | Per common share: | | | | | | | | | | | | | | | | | |
| | | Income (loss) from continuing operations: | | | | | | | | | | | | | | | | | |
| | | | Basic | $ | 0.08 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | 0.13 |
| | | $ | 0.08 |
| | $ | (0.06 | ) | | $ | 0.36 |
| | $ | (0.33 | ) | |
| | | | Diluted | $ | 0.08 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | 0.12 |
| | | $ | 0.08 |
| | $ | (0.06 | ) | | $ | 0.36 |
| | $ | (0.33 | ) | |
| | | Net income (loss) attributable to common stockholders: | | | | | | | | | | | | | | | | | |
| | | | Basic | $ | 0.08 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | 0.12 |
| | | $ | 0.08 |
| | $ | (0.06 | ) | | $ | 0.36 |
| | $ | (0.50 | ) | |
| | | | Diluted | $ | 0.08 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | 0.12 |
| | | $ | 0.08 |
| | $ | (0.06 | ) | | $ | 0.36 |
| | $ | (0.50 | ) | |
| | | Weighted average number of vested common shares: | | | | | | | | | | | | | | | | | |
| | | | Basic | 271,904 |
| | 228,113 |
| | 243,390 |
| | 228,113 |
| | | 271,904 |
| | 213,675 |
| | 243,390 |
| | 188,993 |
| |
| | | | Diluted | 272,835 |
| | 230,194 |
| | 244,588 |
| | 230,194 |
| | | 272,835 |
| | 213,675 |
| | 244,588 |
| | 188,993 |
| |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| RECONCILIATION OF NET INCOME (LOSS) TO FFO | | | | | |
| Unaudited, dollars in thousands, except per share amounts | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Pro Forma | | | Actual Results | |
| | | | | | Three Months Ended | | Twelve Months Ended | | | Three Months Ended | | Twelve Months Ended | |
| | | | | | 12/31/14 | | 12/31/13 | | 12/31/14 | | 12/31/13 | | | 12/31/14 | | 12/31/13 | | 12/31/14 | | 12/31/13 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | Net income (loss) | $ | 25,949 |
| | $ | 19,692 |
| | $ | 111,886 |
| | $ | 39,389 |
| | | $ | 25,949 |
| | $ | (12,039 | ) | | $ | 132,851 |
| | $ | (118,883 | ) | |
| | | Gain on disposition of operating properties | (745 | ) | | — |
| | (378 | ) | | — |
| | | (745 | ) | | (761 | ) | | (15,549 | ) | | (3,392 | ) | |
| | | Gain on disposition of unconsolidated joint ventures | — |
| | — |
| | — |
| | — |
| | | — |
| | — |
| | (1,820 | ) | | — |
| |
| | | Depreciation and amortization- real estate related- continuing operations | 106,439 |
| | 112,856 |
| | 438,565 |
| | 473,498 |
| | | 106,439 |
| | 109,312 |
| | 438,565 |
| | 436,547 |
| |
| | | Depreciation and amortization- real estate related- discontinued operations | 15 |
| | 48 |
| | 175 |
| | 183 |
| | | 15 |
| | 2,086 |
| | 606 |
| | 11,687 |
| |
| | | Depreciation and amortization- real estate related- unconsolidated joint ventures | 22 |
| | 21 |
| | 86 |
| | 105 |
| | | 22 |
| | 13 |
| | 168 |
| | 180 |
| |
| | | Impairment of operating properties | — |
| | — |
| | — |
| | — |
| | | — |
| | 1,799 |
| | — |
| | 43,582 |
| |
| | FFO | | | 131,680 |
| | 132,617 |
| | 550,334 |
| | 513,175 |
| | | 131,680 |
| | 100,410 |
| | 554,821 |
| | 369,721 |
| |
| | | Adjustments attributable to non-controlling interests not convertible into common stock | (215 | ) | | (337 | ) | | (1,181 | ) | | (1,355 | ) | | | (215 | ) | | (6,137 | ) | | (6,415 | ) | | (7,155 | ) | |
| | FFO attributable to stockholders and non-controlling interests convertible into common stock | $ | 131,465 |
| | $ | 132,280 |
| | $ | 549,153 |
| | $ | 511,820 |
| | | $ | 131,465 |
| | $ | 94,273 |
| | $ | 548,406 |
| | $ | 362,566 |
| |
| | | | | | | | | | | | | | | | | | | | | | |
| | FFO per share/OP Unit - diluted | $ | 0.43 |
| | $ | 0.43 |
| | $ | 1.80 |
| | $ | 1.68 |
| | | $ | 0.43 |
| | $ | 0.33 |
| | $ | 1.80 |
| | $ | 1.44 |
| |
| | Weighted average shares/OP Units outstanding - basic and diluted (1) | 304,447 |
| | 304,231 |
| | 304,359 |
| | 304,231 |
| | | 304,447 |
| | 284,958 |
| | 304,359 |
| | 252,009 |
| |
| | | | | | | | | | | | | | | | | | | | | | |
| | Items that impact FFO comparability | | | | | | | | | | | | | | | | | |
| | | Gain (loss) on extinguishment of debt, net | $ | (11,187 | ) | | $ | (2,384 | ) | | $ | (13,761 | ) | | $ | (1,655 | ) | | | $ | (11,187 | ) | | $ | 740 |
| | $ | (7,686 | ) | | $ | (17,769 | ) | |
| | | Gain (loss) on extinguishment of debt, net per share | $ | (0.04 | ) | | $ | (0.01 | ) | | $ | (0.05 | ) | | $ | (0.01 | ) | | | $ | (0.04 | ) | | $ | — |
| | $ | (0.03 | ) | | $ | (0.07 | ) | |
| | | | | | | | | | | | | | | | | | | | | | |
| | Dividends declared per share/OP Unit | $ | 0.225 |
| | | | $ | 0.825 |
| | | | | $ | 0.225 |
| | | | $ | 0.825 |
| | | |
| | Shares/OP Unit dividends declared | $ | 68,456 |
| | | | $ | 250,994 |
| | | | | $ | 68,456 |
| | | | $ | 250,994 |
| | | |
| | Share/OP Unit dividend payout ratio (as % of FFO) | 52.1 | % | | | | 45.7 | % | | | | | 52.1 | % | | | | 45.8 | % | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| (1) Basic and diluted shares/OP Units outstanding reflects an assumed conversion of certain BPG Sub shares and OP Units to common stock of the Company and the vesting of certain restricted | |
| stock awards. | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | |
| RECONCILIATION OF GAAP BALANCE SHEET TO PRO FORMA BALANCE SHEET |
| Unaudited, dollars in thousands | | | | | | |
| | | | | | | | | | | |
| | | | | Actual Results | | | | Pro Forma | |
| | | | | | 12/31/2013 | | Adjustments (1) | | 12/31/2013 | |
| | Assets | | | | | | |
| | | Real estate | | | | | | |
| | | | Land | $ | 2,055,802 |
| | $ | (66,642 | ) | | $ | 1,989,160 |
| |
| | | | Buildings and improvements | 8,781,926 |
| | (127,027 | ) | | 8,654,899 |
| |
| | | | | | 10,837,728 |
| | (193,669 | ) | | 10,644,059 |
| |
| | | | Accumulated depreciation and amortization | (1,190,170 | ) | | 29,692 |
| | (1,160,478 | ) | |
| | | Real estate, net | 9,647,558 |
| | (163,977 | ) | | 9,483,581 |
| |
| | | Investments in and advances to unconsolidated joint ventures | 9,205 |
| | (4,034 | ) | | 5,171 |
| |
| | | Cash and cash equivalents | 113,915 |
| | (18,583 | ) | | 95,332 |
| |
| | | Restricted cash | 75,457 |
| | (610 | ) | | 74,847 |
| |
| | | Marketable securities | 22,104 |
| | — |
| | 22,104 |
| |
| | | Receivables, net | 178,505 |
| | (2,921 | ) | | 175,584 |
| |
| | | Deferred charges and prepaid expenses, net | 105,522 |
| | (2,285 | ) | | 103,237 |
| |
| | | Other assets | 19,650 |
| | (5,607 | ) | | 14,043 |
| |
| | Total assets | $ | 10,171,916 |
| | $ | (198,017 | ) | | $ | 9,973,899 |
| |
| | | | | | | | | | | |
| | Liabilities | | | | | | |
| | | Debt obligations, net | $ | 5,981,289 |
| | $ | (15,982 | ) | | $ | 5,965,307 |
| |
| | | Financing liabilities, net | 175,111 |
| | — |
| | 175,111 |
| |
| | | Accounts payable, accrued expenses and other liabilities | 709,529 |
| | (8,034 | ) | | 701,495 |
| |
| | Total liabilities | 6,865,929 |
| | (24,016 | ) | | 6,841,913 |
| |
| | | | | | | | | | | |
| | Redeemable non-controlling interests | 21,467 |
| | — |
| | 21,467 |
| |
| | Commitments and contingencies | — |
| | — |
| | — |
| |
| | | | | | | | | | | |
| | Equity | | | | | | |
| | | Common stock, $0.01 par value; authorized 3,000,000,000 shares; | | | | | | |
| | | | 229,689,960 shares outstanding | 2,297 |
| | — |
| | 2,297 |
| |
| | | Additional paid in capital | 2,543,690 |
| | — |
| | 2,543,690 |
| |
| | | Accumulated other comprehensive loss | (6,812 | ) | | — |
| | (6,812 | ) | |
| | | Distributions and accumulated losses | (196,707 | ) | | — |
| | (196,707 | ) | |
| | Total stockholders' equity | 2,342,468 |
| | — |
| | 2,342,468 |
| |
| | | Non-controlling interests | 942,052 |
| | (174,001 | ) | | 768,051 |
| |
| | Total equity | 3,284,520 |
| | (174,001 | ) | | 3,110,519 |
| |
| | Total liabilities and equity | $ | 10,171,916 |
| | $ | (198,017 | ) | | $ | 9,973,899 |
| |
| | | | | | | | | | | |
| | | | | | | | | | | |
| (1) Reflects the impact of distributing the Excluded Properties as if the distribution was completed on December 31, 2013. | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| RECONCILIATION OF GAAP STATEMENTS OF OPERATIONS TO PRO FORMA |
| STATEMENTS OF OPERATIONS |
| Unaudited, dollars in thousands, except per share amounts | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | Three Months Ended 12/31/13 | | Twelve Months Ended 12/31/14 | | Twelve Months Ended 12/31/13 | |
| | | | | | Actual Results | | Adjustments (1) | | Pro Forma | | Actual Results | | Adjustments (1) | | Pro Forma | | Actual Results | | Adjustments (1) | | Pro Forma | |
| | Revenues | | | | | | | | | | | | | | | | | | | |
| | | Rental income | $ | 233,643 |
| | $ | 4,756 |
| | $ | 238,399 |
| | $ | 960,715 |
| | $ | — |
| | $ | 960,715 |
| | $ | 887,466 |
| | $ | 52,847 |
| | $ | 940,313 |
| |
| | | Expense reimbursements | 63,371 |
| | 958 |
| | 64,329 |
| | 268,035 |
| | — |
| | 268,035 |
| | 242,803 |
| | 13,197 |
| | 256,000 |
| |
| | | Other revenues | 8,129 |
| | (6,171 | ) | | 1,958 |
| | 7,849 |
| | — |
| | 7,849 |
| | 16,135 |
| | (6,032 | ) | | 10,103 |
| |
| | Total revenues | 305,143 |
| | (457 | ) | | 304,686 |
| | 1,236,599 |
| | — |
| | 1,236,599 |
| | 1,146,404 |
| | 60,012 |
| | 1,206,416 |
| |
| | | | | | | | | | | | | | | | | | | | | | | |
| | Operating expenses | | | | | | | | | | | | | | | | | | |
| | | Operating costs | 31,014 |
| | 897 |
| | 31,911 |
| | 129,148 |
| | — |
| | 129,148 |
| | 116,522 |
| | 8,126 |
| | 124,648 |
| |
| | | Real estate taxes | 43,822 |
| | 566 |
| | 44,388 |
| | 179,504 |
| | — |
| | 179,504 |
| | 168,468 |
| | 7,347 |
| | 175,815 |
| |
| | | Depreciation and amortization | 109,804 |
| | 3,545 |
| | 113,349 |
| | 441,630 |
| | — |
| | 441,630 |
| | 438,547 |
| | 36,951 |
| | 475,498 |
| |
| | | Provision for doubtful accounts | 2,950 |
| | 68 |
| | 3,018 |
| | 11,537 |
| | — |
| | 11,537 |
| | 10,899 |
| | 385 |
| | 11,284 |
| |
| | | Impairment of real estate assets | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 1,531 |
| | — |
| | 1,531 |
| |
| | | General and administrative | 55,403 |
| | (36,968 | ) | | 18,435 |
| | 80,175 |
| | — |
| | 80,175 |
| | 121,082 |
| | (38,012 | ) | | 83,070 |
| |
| | Total operating expenses | 242,993 |
| | (31,892 | ) | | 211,101 |
| | 841,994 |
| | — |
| | 841,994 |
| | 857,049 |
| | 14,797 |
| | 871,846 |
| |
| | | | | | | | | | | | | | | | | | | | | | | |
| | Other income (expense) | | | | | | | | | | | | | | | | | | |
| | | Dividends and interest | 205 |
| | — |
| | 205 |
| | 602 |
| | — |
| | 602 |
| | 832 |
| | 9 |
| | 841 |
| |
| | | Interest expense | (72,466 | ) | | 541 |
| | (71,925 | ) | | (262,812 | ) | | — |
| | (262,812 | ) | | (343,193 | ) | | 52,427 |
| | (290,766 | ) | |
| | | Gain (loss) on sale of real estate assets and acquisition of joint venture interest | — |
| | — |
| | — |
| | 378 |
| | — |
| | 378 |
| | 2,223 |
| | (1,302 | ) | | 921 |
| |
| | | Loss on extinguishment of debt, net | (2,279 | ) | | (105 | ) | | (2,384 | ) | | (13,761 | ) | | — |
| | (13,761 | ) | | (20,028 | ) | | 18,408 |
| | (1,620 | ) | |
| | | Other | (3,210 | ) | | 3,277 |
| | 67 |
| | (8,431 | ) | | — |
| | (8,431 | ) | | (11,014 | ) | | 5,835 |
| | (5,179 | ) | |
| | Total other income (expense) | (77,750 | ) | | 3,713 |
| | (74,037 | ) | | (284,024 | ) | | — |
| | (284,024 | ) | | (371,180 | ) | | 75,377 |
| | (295,803 | ) | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | Income (loss) before equity in income of unconsolidated joint ventures | (15,600 | ) | | 35,148 |
| | 19,548 |
| | 110,581 |
| | — |
| | 110,581 |
| | (81,825 | ) | | 120,592 |
| | 38,767 |
| |
| | Equity in income of unconsolidated joint ventures | 166 |
| | (58 | ) | | 108 |
| | 370 |
| | 68 |
| | 438 |
| | 1,167 |
| | (541 | ) | | 626 |
| |
| | Gain on disposition of investments in unconsolidated joint ventures | — |
| | — |
| | — |
| | 1,820 |
| | (1,820 | ) | | — |
| | — |
| | — |
| | — |
| |
| | Income (loss) from continuing operations | (15,434 | ) | | 35,090 |
| | 19,656 |
| | 112,771 |
| | (1,752 | ) | | 111,019 |
| | (80,658 | ) | | 120,051 |
| | 39,393 |
| |
| | | | | | | | | | | | | | | | | | | | | | | |
| | Discontinued operations | | | | | | | | | | | | | | | | | | |
| | | Income (loss) from discontinued operations | 4,433 |
| | (4,397 | ) | | 36 |
| | 4,909 |
| | (4,787 | ) | | 122 |
| | 3,505 |
| | (3,509 | ) | | (4 | ) | |
| | | Gain on disposition of operating properties | 761 |
| | (761 | ) | | — |
| | 15,171 |
| | (14,426 | ) | | 745 |
| | 3,392 |
| | (3,392 | ) | | — |
| |
| | | Impairment of real estate held for sale | (1,799 | ) | | 1,799 |
| | — |
| | — |
| | — |
| | — |
| | (45,122 | ) | | 45,122 |
| | — |
| |
| | Income (loss) from discontinued operations | 3,395 |
| | (3,359 | ) | | 36 |
| | 20,080 |
| | (19,213 | ) | | 867 |
| | (38,225 | ) | | 38,221 |
| | (4 | ) | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | Net income (loss) | (12,039 | ) | | 31,731 |
| | 19,692 |
| | 132,851 |
| | (20,965 | ) | | 111,886 |
| | (118,883 | ) | | 158,272 |
| | 39,389 |
| |
| | | Net (income) loss attributable to non-controlling interests | 102 |
| | (5,182 | ) | | (5,080 | ) | | (43,849 | ) | | 21,017 |
| | (22,832 | ) | | 25,349 |
| | (36,024 | ) | | (10,675 | ) | |
| | Net income (loss) attributable to Brixmor Property Group, Inc. | (11,937 | ) | | 26,549 |
| | 14,612 |
| | 89,002 |
| | 52 |
| | 89,054 |
| | (93,534 | ) | | 122,248 |
| | 28,714 |
| |
| | Preferred stock dividends | (162 | ) | | 162 |
| | — |
| | (150 | ) | | — |
| | (150 | ) | | (162 | ) | | 162 |
| | — |
| |
| | Net income (loss) attributable to common stockholders | $ | (12,099 | ) | | $ | 26,711 |
| | $ | 14,612 |
| | $ | 88,852 |
| | $ | 52 |
| | $ | 88,904 |
| | $ | (93,696 | ) | | $ | 122,410 |
| | $ | 28,714 |
| |
| | | | | | | | | | | | | | | | | | | | | | | |
| | Per common share: | | | | | | | | | | | | | �� | | | | | |
| | | Income (loss) from continuing operations: | | | | | | | | | | | | | | | | | | |
| | | | Basic | $ | (0.06 | ) | | $ | 0.12 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | — |
| | $ | 0.36 |
| | $ | (0.33 | ) | | $ | 0.46 |
| | $ | 0.13 |
| |
| | | | Diluted | $ | (0.06 | ) | | $ | 0.12 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | — |
| | $ | 0.36 |
| | $ | (0.33 | ) | | $ | 0.45 |
| | $ | 0.12 |
| |
| | | Net income (loss) attributable to common stockholders: | | | | | | | | | | | | | | | | | | |
| | | | Basic | $ | (0.06 | ) | | $ | 0.12 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | — |
| | $ | 0.36 |
| | $ | (0.50 | ) | | $ | 0.62 |
| | $ | 0.12 |
| |
| | | | Diluted | $ | (0.06 | ) | | $ | 0.12 |
| | $ | 0.06 |
| | $ | 0.36 |
| | $ | — |
| | $ | 0.36 |
| | $ | (0.50 | ) | | $ | 0.62 |
| | $ | 0.12 |
| |
| | | Weighted average number of vested common shares: | | | | | | | | | | | | | | | | | | |
| | | | Basic | 213,675 |
| | 14,438 |
| | 228,113 |
| | 243,390 |
| | — |
| | 243,390 |
| | 188,993 |
| | 39,120 |
| | 228,113 |
| |
| | | | Diluted | 213,675 |
| | 16,519 |
| | 230,194 |
| | 244,588 |
| | — |
| | 244,588 |
| | 188,993 |
| | 41,201 |
| | 230,194 |
| |
| | | | | | | | | | | | | | | | | | | | | | | |
| (1) Reflects the impact of the following transactions associated with the IPO including (i) the contribution of the Acquired Properties (ii) the distribution of the Excluded Properties (iii) the acquisition of the interest not already held in |
| Arapahoe Crossings L.P. (iv) borrowings under the unsecured credit facility, including the use thereof and (v) the net proceeds from the IPO, including the use thereof. |
| The pro forma adjustments for the three and twelve months ended December 31, 2013 associated with these transactions assume that each transaction was completed as of January 1, 2013. The pro forma adjustments for the twelve |
| months ended December 31, 2014 associated with these transactions assume that each transaction was completed as of January 1, 2014. |
