Exhibit 99.3
|
|
Supplemental Financial Information |
March 31, 2006 |
(Unaudited) |
Table of Contents
|
| Page # |
|
| |
Corporate Profile |
| 1 |
Consolidated Balance Sheets |
| 2 |
Consolidated Statements of Operations |
| 3 |
Consolidated Statements of Operations - Segments |
| 4 - 5 |
|
|
|
Summary of Operating Results |
|
|
Funds From Operations |
| 6 |
Dividends – All Classes of Common Shares |
| 6 |
Rental Income |
| 7 |
Real Estate Revenue Allocation |
| 7 |
Discontinued Operations |
| 8 |
Interest Expense |
| 8 |
|
|
|
Summary Balance Sheet Information |
|
|
Common Share Data |
| 9 |
Capitalization |
| 9 |
|
|
|
Debt Information |
|
|
Outstanding Balances and Terms |
| 10 - 11 |
Fixed vs. Variable Rate Debt |
| 11 |
|
|
|
Property & Tenant Information |
|
|
Property Table |
| 12 - 13 |
Tenant Diversification |
| 14 |
Leasing Activity Report |
| 14 |
Lease Expiration Schedule |
| 15 |
This Supplemental Financial Information package contains historical information of the Company and is intended to supplement the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2006. All financial information in this Supplemental Financial Information package is shown in thousands, except for per share data and share information.
Certain information contained in this Supplemental Financial Information package includes certain forward-looking statements reflecting AmREIT’s expectations in the near term that involve a number of risks and uncertainties; however, many factors may materially affect the actual results, including demand for our properties, changes in rental and occupancy rates, changes in property operating costs, interest rate fluctuations, and changes in local and general economic conditions. Accordingly, there is no assurance that AmREIT’s expectations will be realized.
Corporate Profile:
AmREIT (AMEX: AMY) is an established real estate company that, at its core, is a value creator which has delivered results to our investors for 21 years. Our mission is to build a real estate business that can realize consistent growth year over year regardless of market cycles. We have developed three distinct businesses that provide earnings power from multiple sources: a real estate development and operating business, an asset advisory business and our premium portfolio of Irreplaceable Corners™.
As a real estate development and operating company, we provide value through offering an array of services to our tenants and properties, to our asset advisory group’s portfolios and to third parties. As of March 31, 2006, the Company has over 1.0 million square feet of retail centers in various stages of development or in the pipeline for both our advisory group and for third parties.
Our asset advisory group broadens the Company’s avenues to capital and raises private equity for a series of merchant development funds. Through these funds, we combine the skills of our asset advisory team with those of our real estate development team to actively manage a blend of value-added acquisition, redevelopment and development projects, which generate both transactional fees and recurring management fees.
AmREIT’s institutional-grade portfolio of Irreplaceable Corners, our most recognized business, provides a foundation to our FFO growth through a steady stream of rental income. We focus on the acquisition and development of premier retail properties in high-traffic, densely populated high-income areas to hold for long-term value. These properties are primarily high-end grocery anchored and lifestyle shopping centers leased to well-known national and regional tenants.
As of March 31, 2006, our total assets have a book value of $327 million and our asset advisory group manages an additional $140 million in total assets.
Corporate Office:
8 Greenway Plaza, Suite 1000
Houston, Texas 77046
(800) 888-4400
(713) 850-0498 (fax)
www.amreit.com
Stock Exchange:
American Stock Exchange – AMY
1
Consolidated Balance Sheets:
|
| March 31, |
| December 31, |
| ||
|
|
|
| ||||
ASSETS |
|
|
|
|
|
|
|
Real estate investments at cost: |
|
|
|
|
|
|
|
Land |
| $ | 122,759 |
| $ | 112,784 |
|
Buildings |
|
| 140,475 |
|
| 127,094 |
|
Tenant improvements |
|
| 8,648 |
|
| 7,366 |
|
|
|
|
| ||||
|
|
| 271,882 |
|
| 247,244 |
|
Less accumulated depreciation and amortization |
|
| (7,150 | ) |
| (5,943 | ) |
|
|
|
| ||||
|
|
| 264,732 |
|
| 241,301 |
|
Real estate held for sale, net |
|
| — |
|
| 3,569 |
|
Net investment in direct financing leases held for investment |
|
| 19,210 |
|
| 19,212 |
|
Intangible lease cost, net |
|
| 18,849 |
|
| 17,761 |
|
Investment in merchant development funds and other affiliates |
|
| 2,308 |
|
| 2,311 |
|
|
|
|
| ||||
Net real estate investments |
|
| 305,099 |
|
| 284,154 |
|
Cash and cash equivalents |
|
| 2,220 |
|
| 5,915 |
|
Tenant receivables |
|
| 2,890 |
|
| 3,132 |
|
Accounts receivable, net |
|
| 1,748 |
|
| 1,807 |
|
Accounts receivable - related party |
|
| 3,346 |
|
| 4,158 |
|
Notes receivable - related party |
|
| 8,157 |
|
| 11,232 |
|
Deferred costs |
|
| 1,541 |
|
| 1,487 |
|
Other assets |
|
| 3,368 |
|
| 3,086 |
|
|
|
|
| ||||
TOTAL ASSETS |
| $ | 328,369 |
| $ | 314,971 |
|
|
|
|
| ||||
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
Notes payable |
| $ | 133,271 |
| $ | 114,687 |
|
Accounts payable and other liabilities |
|
| 4,315 |
|
| 8,232 |
|
Below market leases, net |
|
| 4,435 |
|
| 2,940 |
|
Security deposits |
|
| 707 |
|
| 651 |
|
|
|
|
| ||||
TOTAL LIABILITIES |
|
| 142,728 |
|
| 126,510 |
|
|
|
|
| ||||
Minority interest |
|
| 1,188 |
|
| 1,176 |
|
Shareholders’ equity: |
|
|
|
|
|
|
|
Preferred shares, $.01 par value, 10,000,000 shares authorized, none issued |
|
| — |
|
| — |
|
Class A Common shares, $.01 par value, 50,000,000 shares authorized, 6,514,013 and 6,479,278 shares issued, respectively |
|
| 65 |
|
| 65 |
|
Class B Common shares, $.01 par value, 3,000,000 shares authorized, 2,113,914 and 2,148,649 shares issued, respectively |
|
| 21 |
|
| 22 |
|
Class C Common shares, $.01 par value, 4,400,000 shares authorized, 4,145,294 and 4,119,923 shares issued, respectively |
|
| 41 |
|
| 41 |
|
Class D Common shares, $.01 par value, 17,000,000 shares authorized, 11,063,390 and 11,035,482 shares issued, respectively |
|
| 111 |
|
| 110 |
|
Capital in excess of par value |
|
| 206,291 |
|
| 205,859 |
|
Accumulated distributions in excess of earnings |
|
| (19,338 | ) |
| (16,736 | ) |
Deferred compensation |
|
| (1,927 | ) |
| (1,528 | ) |
Cost of treasury shares, 113,672 and 77,741 Class A shares, respectively |
|
| (811 | ) |
| (548 | ) |
|
|
|
| ||||
TOTAL SHAREHOLDERS’ EQUITY |
|
| 184,453 |
|
| 187,285 |
|
|
|
|
| ||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
| $ | 328,369 |
| $ | 314,971 |
|
|
|
|
|
2
Consolidated Statements of Operations:
|
| Three Months Ended |
| Three Months Ended |
| ||
|
|
|
| ||||
Revenues: |
|
|
|
|
|
|
|
Rental income from operating leases |
| $ | 5,834 |
| $ | 3,962 |
|
Earned income from direct financing leases |
|
| 507 |
|
| 507 |
|
Real estate fee income |
|
| 751 |
|
| 236 |
|
Real estate fee income - related party |
|
| 767 |
|
| 758 |
|
Construction revenues |
|
| 621 |
|
| — |
|
Construction revenues - related party |
|
| 1,173 |
|
| — |
|
Securities commission income - related party |
|
| 1,391 |
|
| — |
|
Asset management fee income - related party |
|
| 158 |
|
| 117 |
|
Interest and other income |
|
| 386 |
|
| 48 |
|
|
|
|
| ||||
Total revenues |
|
| 11,588 |
|
| 5,628 |
|
|
|
|
| ||||
Expenses: |
|
|
|
|
|
|
|
General and administrative |
|
| 2,133 |
|
| 1,158 |
|
Property expense |
|
| 1,022 |
|
| 695 |
|
Construction costs |
|
| 1,675 |
|
| — |
|
Legal and professional |
|
| 842 |
|
| 584 |
|
Securities commissions |
|
| 1,017 |
|
| — |
|
Depreciation and amortization |
|
| 2,192 |
|
| 1,055 |
|
|
|
|
| ||||
Total expenses |
|
| 8,881 |
|
| 3,492 |
|
|
|
|
| ||||
Operating income |
|
| 2,707 |
|
| 2,136 |
|
Other income (expense): |
|
|
|
|
|
|
|
Income from merchant development funds and other affiliates |
|
| 98 |
|
| 31 |
|
Federal income tax expense for taxable REIT subsidiary |
|
| 81 |
|
| (20 | ) |
Interest expense |
|
| (1,743 | ) |
| (1,495 | ) |
Minority interest in income of consolidated joint ventures |
|
| (39 | ) |
| (1 | ) |
|
|
|
| ||||
Income before discontinued operations |
|
| 1,104 |
|
| 651 |
|
(Loss) income from discontinued operations |
|
| (16 | ) |
| 707 |
|
Gain on sales of real estate acquired for resale |
|
| 5 |
|
| — |
|
|
|
|
| ||||
(Loss) income from discontinued operations |
|
| (11 | ) |
| 707 |
|
|
|
|
| ||||
Net income |
|
| 1,093 |
|
| 1,358 |
|
Distributions paid to class B, C and D shareholders |
|
| (2,906 | ) |
| (1,632 | ) |
|
|
|
| ||||
Net loss available to class A shareholders |
| $ | (1,813 | ) | $ | (274 | ) |
|
|
|
| ||||
Net (loss) income per class A common share - basic and diluted |
|
|
|
|
|
|
|
Loss before discontinued operations |
| $ | (0.28 | ) | $ | (0.28 | ) |
Income from discontinued operations |
|
| (0.00 | ) |
| 0.20 |
|
|
|
|
| ||||
Net loss |
| $ | (0.28 | ) | $ | (0.08 | ) |
|
|
|
| ||||
Weighted average class A common shares used to compute net (loss) income per share, basic and diluted |
|
| 6,425 |
|
| 3,471 |
|
|
|
|
|
3
Segmented Statements of Operations:
|
|
|
|
|
|
|
| Asset Advisory Group |
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
For the three months ended |
| Portfolio |
| Real Estate |
| Securities |
| Merchant |
| Eliminations |
| Total |
| ||||||
|
|
|
|
|
|
| |||||||||||||
Rental income |
| $ | 6,341 |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | 6,341 |
|
Securities commission income |
|
| — |
|
| — |
|
| 1,391 |
|
| — |
|
| — |
|
| 1,391 |
|
Real estate fee income |
|
| — |
|
| 1,518 |
|
| — |
|
| — |
|
| — |
|
| 1,518 |
|
Construction fee income |
|
| — |
|
| 1,794 |
|
| — |
|
| — |
|
| — |
|
| 1,794 |
|
Other income |
|
| 361 |
|
| 25 |
|
| — |
|
| 158 |
|
| — |
|
| 544 |
|
|
|
|
|
|
|
|
| ||||||||||||
Total revenue |
|
| 6,702 |
|
| 3,337 |
|
| 1,391 |
|
| 158 |
|
| — |
|
| 11,588 |
|
Securities commission expense |
|
| — |
|
| — |
|
| 1,017 |
|
| — |
|
| — |
|
| 1,017 |
|
Professional fees |
|
| 246 |
|
| 586 |
|
| 10 |
|
| — |
|
| — |
|
| 842 |
|
Depreciation and amortization |
|
| 2,192 |
|
| — |
|
| — |
|
| — |
|
| — |
|
| 2,192 |
|
Property expense |
|
| 1,003 |
|
| 19 |
|
| — |
|
| — |
|
| — |
|
| 1,022 |
|
Construction expense |
|
| — |
|
| 1,675 |
|
| — |
|
| — |
|
| — |
|
| 1,675 |
|
General and administrative expense |
|
| 387 |
|
| 1,000 |
|
| 729 |
|
| 17 |
|
| — |
|
| 2,133 |
|
|
|
|
|
|
|
|
| ||||||||||||
Total expenses |
|
| 3,828 |
|
| 3,280 |
|
| 1,756 |
|
| 17 |
|
| — |
|
| 8,881 |
|
Interest expense |
|
| (1,579 | ) |
| (161 | ) |
| (3 | ) |
| — |
|
| — |
|
| (1,743 | ) |
Other income/ (expense) |
|
| 100 |
|
| 28 |
|
| (10 | ) |
| 22 |
|
| — |
|
| 140 |
|
Income from discontinued operations |
|
| (10 | ) |
| (1 | ) |
| — |
|
| — |
|
| — |
|
| (11 | ) |
|
|
|
|
|
|
|
| ||||||||||||
Net income (loss) |
| $ | 1,385 |
| $ | (77 | ) | $ | (378 | ) | $ | 163 |
| $ | — |
| $ | 1,093 |
|
|
|
|
|
|
|
|
|
4
|
|
|
|
|
|
|
| Asset Advisory Group |
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
For the three months ended |
| Portfolio |
| Real Estate |
| Securities |
| Merchant |
| Eliminations |
| Total |
| ||||||
|
|
|
|
|
|
| |||||||||||||
Rental income |
| $ | 4,469 |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | 4,469 |
|
Securities commission income |
|
| — |
|
| — |
|
| 2,123 |
|
| — |
|
| (2,123 | ) |
| — |
|
Real estate fee income |
|
| — |
|
| 994 |
|
| — |
|
| — |
|
| — |
|
| 994 |
|
Other income |
|
| 2 |
|
| 46 |
|
| — |
|
| 117 |
|
| — |
|
| 165 |
|
|
|
|
|
|
|
|
| ||||||||||||
Total revenue |
|
| 4,471 |
|
| 1,040 |
|
| 2,123 |
|
| 117 |
|
| (2,123 | ) |
| 5,628 |
|
Securities commission expense |
|
| — |
|
| — |
|
| 1,633 |
|
| — |
|
| (1,633 | ) |
| — |
|
Professional fees |
|
| 323 |
|
| 245 |
|
| 16 |
|
| — |
|
| — |
|
| 584 |
|
Depreciation and amortization |
|
| 1,055 |
|
| — |
|
| — |
|
| — |
|
| — |
|
| 1,055 |
|
Property expense |
|
| 695 |
|
| — |
|
| — |
|
| — |
|
| — |
|
| 695 |
|
General and administrative expense |
|
| 400 |
|
| 624 |
|
| 597 |
|
| 27 |
|
| (490 | ) |
| 1,158 |
|
|
|
|
|
|
|
|
| ||||||||||||
Total expenses |
|
| 2,473 |
|
| 869 |
|
| 2,246 |
|
| 27 |
|
| (2,123 | ) |
| 3,492 |
|
Interest expense |
|
| (1,420 | ) |
| (38 | ) |
| (26 | ) |
| (11 | ) |
| — |
|
| (1,495 | ) |
Other income/ (expense) |
|
| (48 | ) |
| 60 |
|
| (4 | ) |
| 2 |
|
| — |
|
| 10 |
|
Income from discontinued operations |
|
| 694 |
|
| 13 |
|
| — |
|
| — |
|
| — |
|
| 707 |
|
|
|
|
|
|
|
|
| ||||||||||||
Net income (loss) |
| $ | 1,224 |
| $ | 206 |
| $ | (153 | ) | $ | 81 |
| $ | — |
| $ | 1,358 |
|
|
|
|
|
|
|
|
|
5
AmREIT
Summary of Operating Results
|
| Three Months Ended |
| ||||
|
|
| |||||
|
| 2006 |
| 2005 |
| ||
|
|
|
| ||||
Funds From Operations: |
|
|
|
|
|
|
|
Income – before discontinued operations |
| $ | 1,104 |
| $ | 651 |
|
(Loss) Income – from discontinued operations |
|
| (11 | ) |
| 707 |
|
Plus depreciation of real estate assets – from operations |
|
| 1,989 |
|
| 913 |
|
Plus depreciation of real estate assets – from discontinued operations |
|
| 185 |
|
| 55 |
|
Adjustments for nonconsolidated affiliates |
|
| 30 |
|
| 15 |
|
Less gain on sale of real estate assets acquired for investment |
|
| — |
|
| (250 | ) |
Less class B, C & D distributions |
|
| (2,906 | ) |
| (1,632 | ) |
|
|
|
| ||||
Total Funds From Operations available to class A shareholders |
| $ | 391 |
| $ | 459 |
|
|
|
|
| ||||
Weighted Average Class A Shares Outstanding |
|
| 6,425 |
|
| 3,471 |
|
|
|
|
| ||||
Funds from Operations per Class A Share |
| $ | 0.06 |
| $ | 0.13 |
|
Dividends: |
|
|
|
|
|
|
|
Class A Common share dividends per share |
| $ | 0.12 |
| $ | 0.12 |
|
Class B Common share dividends per share (1) |
| $ | 0.19 |
| $ | 0.19 |
|
Class C Common share dividends per share (2) |
| $ | 0.17 |
| $ | 0.17 |
|
Class D Common share dividends per share (3) |
| $ | 0.16 |
| $ | 0.16 |
|
| (1) | The class B common shares receive a cumulative preferred dividend, fixed at 8%, payable quarterly. The shares are currently convertible on a one for one basis into our class A common shares, and are callable by the Company beginning in July 2005 on a one for one basis, or $10.18 in cash at the holders option. |
| (2) | The class C common shares receive a preferred dividend, fixed at 7%, payable monthly. The shares are convertible into our class A common shares based on 110% of invested capital (i.e. $1,000 in class C common shares will convert into $1,100 in class A common shares) after the seventh anniversary of issuance (beginning in 2010). The class C common shares are callable by the Company beginning in 2006, based on the same conversion formula (110% of invested capital). |
| (3) | The class D common shares receive a fixed 6.5% annual dividend, payable monthly. The shares are convertible into our class A common shares based on 107.7% of invested capital (i.e. $1,000 in class C common shares will convert into $1,077 in class A common shares) after the seventh anniversary of issuance (beginning in 2011). The class D common shares are callable by the Company beginning in 2005, based on the same conversion formula, prorated for the time the shares were outstanding (107.7% of invested capital). |
6
|
| Three Months Ended |
| ||||
|
|
| |||||
Rental and Earned Income: |
| 2006 |
| 2005 |
| ||
|
|
| |||||
Base minimum rent |
| $ | 4,732 |
| $ | 3,018 |
|
Earned Income from direct financing leases |
|
| 507 |
|
| 507 |
|
Straight line rent |
|
| 40 |
|
| 64 |
|
Over/Under market rent |
|
| 1 |
|
| 67 |
|
Percentage rent |
|
| 136 |
|
| 83 |
|
Tenant reimbursements |
|
| 924 |
|
| 730 |
|
|
|
|
| ||||
Total Rental and Earned Income |
| $ | 6,341 |
| $ | 4,469 |
|
|
|
|
|
|
| Three Months Ended |
| ||||
|
|
| |||||
Real Estate Operating Revenue: |
| 2006 |
| 2005 |
| ||
|
|
| |||||
Development and construction management fees |
|
|
|
|
|
|
|
Merchant development funds and affiliates |
| $ | 164 |
| $ | 171 |
|
Unrelated third parties |
|
| — |
|
| 14 |
|
Leasing and brokerage commissions |
|
|
|
|
|
|
|
Merchant development funds and affiliates |
|
| 501 |
|
| 565 |
|
Unrelated third parties |
|
| 751 |
|
| 222 |
|
Property management fees |
|
|
|
|
|
|
|
Merchant development funds and affiliates |
|
| 102 |
|
| 22 |
|
Unrelated third parties |
|
| — |
|
| — |
|
|
|
|
| ||||
Total Real Estate Operating Revenue |
| $ | 1,518 |
| $ | 994 |
|
|
|
|
| ||||
Percent attributable to merchant development funds and affiliates |
|
| 51 | % |
| 76 | % |
Percent attributable to unrelated third parties |
|
| 49 | % |
| 24 | % |
7
|
| Three Months Ended |
| ||||
|
|
| |||||
Discontinued operations: |
| 2006 |
| 2005 |
| ||
|
|
| |||||
Rental revenue and earned income from DFL |
| $ | 9 |
| $ | 475 |
|
Gain on sale of real estate held for investment |
|
| — |
|
| 250 |
|
Interest and other income |
|
| — |
|
| 140 |
|
Gain on sale of real estate held for resale |
|
| 5 |
|
| — |
|
|
|
|
| ||||
Total revenues |
|
| 14 |
|
| 865 |
|
Property expense |
|
| (5 | ) |
| (50 | ) |
General and administrative |
|
| — |
|
| (3 | ) |
Federal income tax expense |
|
| 2 |
|
| (14 | ) |
Legal and professional |
|
| (18 | ) |
| — |
|
Depreciation and amortization |
|
| — |
|
| (55 | ) |
Minority interest |
|
| 3 |
|
| (13 | ) |
Interest expense |
|
| (7 | ) |
| (23 | ) |
Debt prepayment penalty |
|
| — |
|
|
|
|
Impairment charge |
|
| — |
|
| — |
|
|
|
|
| ||||
Total expenses |
|
| (25 | ) |
| (158 | ) |
Income (loss) from discontinued operations |
| $ | (11 | ) | $ | 707 |
|
|
|
|
| ||||
Basic and diluted income (loss) from discontinued operations per class A common share |
| $ | (0.00 | ) | $ | 0.20 |
|
|
|
|
|
|
| Three Months Ended |
| ||||
|
|
| |||||
Interest Expense: |
| 2006 |
| 2005 |
| ||
|
|
| |||||
Interest paid – floating rate |
| $ | 120 |
| $ | 425 |
|
Interest paid – fixed rate |
|
| 1,622 |
|
| 1,073 |
|
Loan cost amortization |
|
| 58 |
|
| 52 |
|
Out-of-market debt amortization |
|
| (57 | ) |
| (55 | ) |
|
|
|
| ||||
Total Interest Expense |
| $ | 1,743 |
| $ | 1,495 |
|
|
|
|
|
8
AmREIT
Summary Balance Sheet Information
|
| March 31, |
| December 31, |
| ||
|
|
|
| ||||
Class A Common Share Data: |
|
|
|
|
|
|
|
Closing market price |
| $ | 7.60 |
| $ | 6.90 |
|
Dividend yield |
|
| 6.54 | % |
| 7.24 | % |
90-day average trading volume |
|
| 14,411 |
|
| 25,095 |
|
Total Capitalization: |
|
|
|
|
|
|
|
Debt |
| $ | 133,271 |
| $ | 114,687 |
|
Class A common shares at market |
|
| 48,652 |
|
| 44,171 |
|
Class B common shares as converted |
|
| 16,330 |
|
| 14,826 |
|
Class C common shares as converted |
|
| 45,598 |
|
| 45,319 |
|
Class D common shares as converted |
|
| 119,153 |
|
| 118,852 |
|
|
|
|
| ||||
Total Capitalization |
| $ | 363,004 |
| $ | 337,855 |
|
|
|
|
| ||||
Debt to Total Capitalization |
|
| 36.7 | % |
| 33.9 | % |
9
AmREIT
Debt Information
Description |
| Amount |
| Amount |
| Interest |
| Annual Debt |
| Maturity |
| |||||
|
|
|
|
|
| |||||||||||
Credit Facility (1) |
| $ | 19,689 |
| $ | — |
|
| 6.43 | % | $ | 1,265 |
|
| 11/4/2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2007 Maturities |
| $ | 19,689 |
| $ | — |
|
|
|
|
|
|
|
|
|
|
MacArthur Park |
| $ | 13,410 |
| $ | 13,410 |
|
| 6.17 | % | $ | 827 |
|
| 12/1/2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2008 Maturities |
| $ | 13,410 |
| $ | 13,410 |
|
|
|
|
|
|
|
|
|
|
Merger Notes (2) |
| $ | — |
| $ | 760 |
|
| 5.47 | % | $ | 43 |
|
| 7/23/2010 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2010 Maturities |
| $ | — |
| $ | 760 |
|
|
|
|
|
|
|
|
|
|
Sugarland IHOP |
| $ | 1,186 |
| $ | 1,196 |
|
| 8.25 | % | $ | 138 |
|
| 3/1/2011 |
|
Sugar Land Plaza |
|
| 2,305 |
|
| 2,313 |
|
| 7.60 | % |
| 203 |
|
| 11/1/2011 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2011 Maturities |
| $ | 3,491 |
| $ | 3,509 |
|
|
|
|
|
|
|
|
|
|
Albuquerque IHOP |
| $ | 686 |
| $ | 692 |
|
| 7.82 | % | $ | 75 |
|
| 4/24/2012 |
|
Baton Rouge IHOP |
|
| 1,134 |
|
| 1,143 |
|
| 7.82 | % |
| 124 |
|
| 4/24/2012 |
|
Beaverton IHOP |
|
| 804 |
|
| 811 |
|
| 7.82 | % |
| 88 |
|
| 4/16/2012 |
|
Charlottesville IHOP |
|
| 572 |
|
| 576 |
|
| 7.82 | % |
| 62 |
|
| 4/24/2012 |
|
El Paso #1934 IHOP |
|
| 690 |
|
| 695 |
|
| 7.82 | % |
| 75 |
|
| 4/16/2012 |
|
Rochester IHOP |
|
| 862 |
|
| 870 |
|
| 7.82 | % |
| 94 |
|
| 4/16/2012 |
|
Shawnee IHOP |
|
| 681 |
|
| 686 |
|
| 7.82 | % |
| 74 |
|
| 4/18/2012 |
|
5115 Buffalo Spdwy. |
|
| 2,753 |
|
| 2,761 |
|
| 7.58 | % |
| 241 |
|
| 5/11/2012 |
|
Salem IHOP |
|
| 564 |
|
| 567 |
|
| 7.82 | % |
| 61 |
|
| 5/17/2012 |
|
Springfield IHOP |
|
| 937 |
|
| 944 |
|
| 7.82 | % |
| 102 |
|
| 6/21/2012 |
|
Roanoke IHOP |
|
| 649 |
|
| 654 |
|
| 7.89 | % |
| 71 |
|
| 7/26/2012 |
|
Centerville IHOP |
|
| 1,136 |
|
| 1,145 |
|
| 7.89 | % |
| 124 |
|
| 7/26/2012 |
|
Memphis #4462 IHOP |
|
| 1,228 |
|
| 1,237 |
|
| 7.89 | % |
| 134 |
|
| 7/19/2012 |
|
Alexandria IHOP |
|
| 655 |
|
| 660 |
|
| 7.89 | % |
| 71 |
|
| 7/19/2012 |
|
El Paso #1938 IHOP |
|
| 820 |
|
| 826 |
|
| 7.89 | % |
| 89 |
|
| 8/23/2012 |
|
La Verne IHOP |
|
| 683 |
|
| 688 |
|
| 7.89 | % |
| 74 |
|
| 8/23/2012 |
|
Memphis #4482 IHOP |
|
| 712 |
|
| 717 |
|
| 7.89 | % |
| 77 |
|
| 8/23/2012 |
|
Parker IHOP |
|
| 767 |
|
| 772 |
|
| 7.89 | % |
| 83 |
|
| 8/23/2012 |
|
|
|
|
|
|
|
| ||||||||||
2012 Maturities |
| $ | 16,335 |
| $ | 16,444 |
|
|
|
|
|
|
|
|
|
|
Cinco Ranch |
| $ | 8,398 |
| $ | 8,430 |
|
| 5.60 | % | $ | 601 |
|
| 7/10/2013 |
|
Plaza in the Park |
|
| 17,748 |
|
| 17,817 |
|
| 5.60 | % |
| 1,270 |
|
| 7/10/2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2013 Maturities |
| $ | 26,146 |
| $ | 26,247 |
|
|
|
|
|
|
|
|
|
|
10
Description |
| Amount |
| Amount |
| Interest |
| Annual Debt |
| Maturity |
| |||||
|
|
|
|
|
| |||||||||||
Uptown Park |
| $ | 49,000 |
| $ | 49,000 |
|
| 5.37 | % | $ | 2,631 |
|
| 06/1/2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2015 Maturities |
| $ | 49,000 |
| $ | 49,000 |
|
|
|
|
|
|
|
|
|
|
Bakery Square |
| $ | 4,151 |
| $ | 4,211 |
|
| 8.00 | % | $ | 571 |
|
| 02/10/2017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
2017 Maturities |
| $ | 4,151 |
| $ | 4,211 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Maturities (3) |
| $ | 132,223 |
| $ | 113,581 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Our revolving credit facility is a variable-rate debt instrument, and its outstanding balance fluctuates throughout the year based on our liquidity needs. Annual Debt Service on this debt instrument assumes that the amount outstanding ($19.7 million as of March 31, 2006) remains constant through maturity. |
|
(2) The Merger Notes were paid off during the quarter ended March 31, 2006. |
|
(3) Total maturities above are $1.0 million and $1.1 million less than total debt as reported in our consolidated financial statements as of March 31, 2006 and December 31, 2005, respectively, due to the premium recorded on above-market debt assumed in conjunction with certain of our property acquisitions. |
Fixed vs. Variable Rate Debt:
|
| March 31, |
| % of |
| December 31, |
| % of |
| ||||
|
|
|
|
|
| ||||||||
Variable rate |
| $ | 19,689 |
|
| 14.8 | % | $ | — |
|
| 0.0 | % |
Fixed rate |
|
| 113,582 |
|
| 85.2 | % |
| 114,687 |
|
| 100.0 | % |
|
|
|
|
|
| ||||||||
|
| $ | 133,271 |
|
| 100.0 | % | $ | 114,687 |
|
| 100.0 | % |
11
AmREIT
Property & Tenant Information
Multi-Tenant Shopping Centers |
| Major Tenants |
| City |
| State |
| Date |
| GLA |
| Annualized |
| % |
| |||||||
|
|
|
|
|
|
|
| |||||||||||||||
Uptown Park - Phase I and II |
|
| Ann Taylor, McCormick & Schmick’s |
|
| Houston |
|
| TX |
|
| 06/1/2005 |
|
| 169,110 |
| $ | 4,185,018 |
|
| 87 | % |
Southbank - Riverwalk |
|
| Hard Rock Café |
|
| San Antonio |
|
| TX |
|
| 09/30/2005 |
|
| 46,673 |
|
| 1,434,915 |
|
| 96 | % |
MacArthur Park and Pad Sites |
|
| Kroger |
|
| Irving |
|
| TX |
|
| 12/04 &12/05 |
|
| 237,381 |
|
| 3,799,305 |
|
| 96 | % |
Plaza in the Park |
|
| Kroger |
|
| Houston |
|
| TX |
|
| 07/1/2004 |
|
| 139,971 |
|
| 2,529,012 |
|
| 96 | % |
Cinco Ranch |
|
| Kroger |
|
| Houston |
|
| TX |
|
| 07/1/2004 |
|
| 97,302 |
|
| 1,246,376 |
|
| 100 | % |
Bakery Square |
|
| Walgreens & Bank of America |
|
| Houston |
|
| TX |
|
| 07/21/2004 |
|
| 34,614 |
|
| 849,460 |
|
| 100 | % |
Uptown Plaza |
|
| CVS/pharmacy |
|
| Houston |
|
| TX |
|
| 12/10/2003 |
|
| 28,000 |
|
| 1,236,646 |
|
| 100 | % |
Woodlands Plaza |
|
| FedEx/Kinkos & Rug Gallery |
|
| The Woodlands |
|
| TX |
|
| 06/3/1998 |
|
| 20,018 |
|
| 373,317 |
|
| 100 | % |
Sugarland Plaza |
|
| Mattress Giant |
|
| Sugarland |
|
| TX |
|
| 07/1/1998 |
|
| 16,750 |
|
| 349,545 |
|
| 100 | % |
Terrace Shops |
|
| Starbucks |
|
| Houston |
|
| TX |
|
| 12/15/2003 |
|
| 16,395 |
|
| 469,947 |
|
| 100 | % |
584 N. Germantown Pkwy. (Baptist Memorial Medical Plaza) |
|
| Auto Zone & Baptist Memorial |
|
| Memphis |
|
| TN |
|
| 07/23/2002 |
|
| 15,000 |
|
| 222,643 |
|
| 100 | % |
Courtyard on Post Oak |
|
| Verizon Wireless |
|
| Houston |
|
| TX |
|
| 06/15/2004 |
|
| 13,597 |
|
| 477,361 |
|
| 100 | % |
Uptown Plaza - Dallas |
|
| Grotto, Century Bank, Pei Wei |
|
| Dallas |
|
| TX |
|
| 03/30/2006 |
|
| 38,872 |
|
| 399,550 |
|
| 86 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Multi-Tenant Shopping Centers Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 873,683 |
|
| 17,573,095 |
|
| 97 | % |
Single Tenant (Ground Leases) |
| City |
| State |
| Date Acquired |
| GLA |
| Annualized Base Rent as of March 31, 2006 |
| % |
| ||||||
|
|
|
|
|
|
| |||||||||||||
CVS Corporation |
|
| Houston |
|
| TX |
|
| 01/10/2003 |
|
| 13,824 |
| $ | 327,167 |
|
| 100 | % |
Darden Restaurants |
|
| Peachtree City |
|
| GA |
|
| 12/18/1998 |
|
| 6,867 |
|
| 79,366 |
|
| 100 | % |
Carlson Restaurants |
|
| Hanover |
|
| MD |
|
| 09/16/2003 |
|
| 6,802 |
|
| 141,674 |
|
| 100 | % |
Citibank |
|
| San Antonio |
|
| TX |
|
| 12/17/2004 |
|
| 4,439 |
|
| 155,000 |
|
| 100 | % |
Comerica Bank |
|
| Houston |
|
| TX |
|
| 04/30/2004 |
|
| 4,277 |
|
| Note (6 | ) |
| 100 | % |
Washington Mutual |
|
| Houston |
|
| TX |
|
| 12/11/1996 |
|
| 3,685 |
|
| 98,160 |
|
| 100 | % |
Washington Mutual |
|
| The Woodlands |
|
| TX |
|
| 9/23/1996 |
|
| 3,685 |
|
| 61,060 |
|
| 100 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Single Tenant (Ground Leases) Total |
|
|
|
|
|
|
|
|
|
|
| 43,579 |
|
| 862,427 |
|
| 100 | % |
12
Single Tenant (Fee Simple) |
| City |
| State |
| Date Acquired |
| GLA |
| Annualized Base |
| % |
| ||||||
|
|
|
|
|
|
| |||||||||||||
Energy Wellness |
|
| Sugarland |
|
| TX |
|
| 07/23/2002 |
|
| 15,000 |
| $ | 187,857 |
|
| 33 | % |
Golden Corral |
|
| Houston |
|
| TX |
|
| 07/23/2002 |
|
| 12,000 |
|
| 182,994 |
|
| 100 | % |
Golden Corral |
|
| Humble |
|
| TX |
|
| 07/23/2002 |
|
| 12,000 |
|
| 181,688 |
|
| 100 | % |
Carlson Restaurants |
|
| Houston |
|
| TX |
|
| 07/23/2005 |
|
| 8,500 |
|
| 200,000 |
|
| 100 | % |
#1483 IHOP Corporation |
|
| Sugarland |
|
| TX |
|
| 09/22/1999 |
|
| 4,020 |
|
| 189,000 |
|
| 100 | % |
#1737 IHOP Corporation (5) |
|
| Centerville |
|
| UT |
|
| 07/25/2002 |
|
| 4,020 |
|
| 162,360 |
|
| 100 | % |
#4462 IHOP Corporation (5) |
|
| Memphis |
|
| TN |
|
| 08/23/2002 |
|
| 4,020 |
|
| 178,560 |
|
| 100 | % |
#5318 IHOP Corporation |
|
| Topeka |
|
| KS |
|
| 09/30/1999 |
|
| 4,020 |
|
| 158,208 |
|
| 100 | % |
AFC, Inc. |
|
| Atlanta |
|
| GA |
|
| 07/23/2002 |
|
| 2,583 |
|
| 119,279 |
|
| 100 | % |
Advance Auto (1)(2)(3)(4) |
|
| Various |
|
| Various |
|
| Various |
|
| 21,000 |
|
| Note (1 | ) |
| Note (1 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Single Tenant (Fee Simple) Total |
|
|
|
|
|
|
|
|
|
|
| 87,163 |
|
| 1,559,946 |
|
| 93 | % |
Single Tenant (Leasehold) |
|
| City |
|
| State |
|
| Date Acquired |
|
| GLA |
|
| Annualized Base |
|
| % |
|
|
|
|
|
|
|
| |||||||||||||
IHOP Corporation (5) |
|
| Various |
|
| Various |
|
| Various |
|
| 60,300 |
| $ | 1,561,080 |
|
| 100 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
|
| Company Total GLA % Leased |
|
| 1,064,725 |
| $ | 21,556,548 |
|
| 95 | % |
(1) | Under Development (GLA represents proposed leaseable square footage). |
(2) | Held for Sale |
(3) | Held in joint venture of which we are the managing 50% owner. |
(4) | Advance Auto properties are located in MO and IL. Each of the properties has a proposed GLA of 7,000 square feet. |
(5) | IHOP properties are located in NM, LA, OR, VA, TX, CA, TN, CO, VA, NY, OR, KS, UT and MO. Each of the properties has a GLA of 4,020 square feet. These properties are held by a consolidated subsidiary, 79.0% of which is owned by AmREIT,19.6% of which is owned by AmREIT Income & Growth Corporation, one of our affiliated merchant development funds, and 1.4% of which is owned by unaffiliated third parties. |
(6) | This property is 100% leased; however, rent does not commence until after March 31, 2006. |
13
Top Tenants by revenue concentration for the three months ended March 31, 2006:
Tenant |
| Rental |
| % of Total |
| ||
|
|
| |||||
Kroger |
| $ | 570 |
|
| 4.92 | % |
IHOP |
|
| 562 |
|
| 4.85 | % |
CVS/pharmacy |
|
| 247 |
|
| 2.13 | % |
Golden Corral Corporation |
|
| 167 |
|
| 1.44 | % |
Hard Rock Café International |
|
| 153 |
|
| 1.32 | % |
Landry’s |
|
| 128 |
|
| 1.10 | % |
Linens ’N Things #632 |
|
| 116 |
|
| 1.00 | % |
|
|
|
| ||||
Total |
| $ | 1,943 |
|
| 16.77 | % |
Leasing Activity for the quarter ended March 31, 2006:
|
|
|
|
|
|
|
| Rent per sq. ft. |
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
|
|
| |||||
|
| # of leases |
| Total sq. ft. |
| New Rent |
| Old Rent |
| % Change |
| |||||
|
|
|
|
|
|
| ||||||||||
New leases |
|
| 3 |
|
| 9,950 |
|
| 24.76 |
|
| N/A |
|
| N/A |
|
Activity on Existing Leases: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease renewals |
|
| 6 |
|
| 7,736 |
|
| 25.32 |
|
| 19.92 |
|
| 27.10 | % |
Non-renewals |
|
| 0 |
|
| — |
|
| N/A |
|
| N/A |
|
| N/A |
|
Expired/Cancelled leases |
|
| 5 |
|
| 22,779 |
|
| N/A |
|
| 19.84 |
|
| N/A |
|
14
Lease Expirations by Year:
Expiration Year |
| Number of Leases Expiring |
| Square |
| Percent |
| |||
|
|
|
| |||||||
2006 |
|
| 8 |
|
| 17,191 |
|
| 1.34 | % |
2007 |
|
| 17 |
|
| 34,769 |
|
| 2.72 | % |
2008 |
|
| 24 |
|
| 73,078 |
|
| 5.71 | % |
2009 |
|
| 32 |
|
| 79,467 |
|
| 6.21 | % |
2010 |
|
| 35 |
|
| 344,552 |
|
| 26.93 | % |
2011 |
|
| 43 |
|
| 190,793 |
|
| 14.91 | % |
2012 |
|
| 9 |
|
| 49,276 |
|
| 3.85 | % |
2013 |
|
| 6 |
|
| 25,373 |
|
| 1.98 | % |
2014 |
|
| 8 |
|
| 28,504 |
|
| 2.23 | % |
2015 |
|
| 1 |
|
| 3,000 |
|
| 0.23 | % |
2016 |
|
| 3 |
|
| 16,900 |
|
| 1.32 | % |
2019 |
|
| 2 |
|
| 38,020 |
|
| 2.97 | % |
2020 |
|
| 4 |
|
| 75,991 |
|
| 5.94 | % |
2021 |
|
| 3 |
|
| 92,723 |
|
| 7.25 | % |
2022 |
|
| 1 |
|
| 4,020 |
|
| 0.31 | % |
2023 |
|
| 1 |
|
| 63,373 |
|
| 4.95 | % |
2024 |
|
| 4 |
|
| 66,864 |
|
| 5.23 | % |
2025 |
|
| 6 |
|
| 32,100 |
|
| 2.51 | % |
2026 |
|
| 4 |
|
| 16,080 |
|
| 1.26 | % |
2027 |
|
| 3 |
|
| 12,060 |
|
| 0.94 | % |
2056 |
|
| 1 |
|
| 15,120 |
|
| 1.18 | % |
|
|
|
|
| ||||||
Totals |
|
| 215 |
|
| 1,279,254 |
|
| 100.00 | % |
15