REXFORD INDUSTRIAL REALTY, INC. (NYSE:REXR) Files An 8-K Completion of Acquisition or Disposition of Assets
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
its operating partnership, Rexford Industrial Realty, L.P.,
completed the sale of a 115,760 rentable square foot industrial
property located at 22343-22349 La Palma Avenue, in Yorba Linda,
California, to an unaffiliated third party for a contract price
of $17.0 million.
herewith:
30, 2016 (unaudited)
Nine Months Ended September 30, 2016 (unaudited)
Year Ended December 31, 2015 (unaudited)
Statements
sheet as of September 30, 2016, is based on Rexford Industrial
Realty, Inc.s (the Company) historical consolidated balance sheet
and gives effect to the sale on November 22, 2016, of a 115,760
rentable square foot industrial property located at 22343-22349
La Palma Avenue, in Yorba Linda, California (the Property), for a
contract price of $17.0 million as if such transaction had
occurred on September 30, 2016. The unaudited pro forma condensed
consolidated statements of operations for the nine months ended
September 30, 2016, and the year ended December 31, 2015, have
been prepared to reflect the estimated effect of the disposition
of the Property as if such transaction had occurred on January 1,
2015.
indicative of what the Companys results of operations or
financial condition would have been assuming the disposition of
the Property had occurred on the dates discussed above, nor is it
indicative of the Companys results of operations or financial
condition for future periods. In managements opinion, all
adjustments necessary to reflect the effect of the disposition
transaction have been made. The unaudited pro forma condensed
financial statements should be read together with the Companys
historical consolidated financial statements and related notes
included in the Companys Quarterly Report on Form 10-Q for the
nine months ended September 30, 2016, filed with the Securities
and Exchange Commission (the SEC) on November 7, 2016, and the
Companys Annual Report on Form 10-K for the year ended December
31, 2015, filed with the SEC on February 25, 2016.
Rexford Industrial Realty, Inc. (A)
|
Property Disposition- Pro Forma Adjustments (B)
|
Pro Forma Rexford Industrial Realty, Inc.
|
|||||||||
ASSETS
|
|||||||||||
Investments in real estate, net
|
$
|
1,371,268
|
$
|
(11,601
|
)
|
$
|
1,359,667
|
||||
Cash and cash equivalents
|
55,263
|
16,251
|
71,514
|
||||||||
Note receivable
|
5,817
|
5,817
|
|||||||||
Rents and other receivables, net
|
2,633
|
2,633
|
|||||||||
Deferred rent receivable, net
|
10,913
|
(66
|
)
|
10,847
|
|||||||
Deferred leasing costs, net
|
8,064
|
(53
|
)
|
8,011
|
|||||||
Deferred loan costs, net
|
|||||||||||
Acquired lease intangible assets, net
|
38,093
|
38,142
|
|||||||||
Acquired indefinite-lived intangible
|
5,215
|
5,215
|
|||||||||
Other assets
|
5,522
|
5,522
|
|||||||||
Acquisition related deposits
|
|||||||||||
Investment in unconsolidated real estate entities
|
|||||||||||
Total Assets
|
1,504,184
|
4,580
|
1,508,764
|
||||||||
LIABILITIES EQUITY
|
|||||||||||
Liabilities
|
|||||||||||
Notes payable
|
500,428
|
500,428
|
|||||||||
Interest rate swap liability
|
5,938
|
5,938
|
|||||||||
Accounts payable, accrued expenses and other
liabilities |
18,433
|
(37
|
)
|
18,396
|
|||||||
Dividends payable
|
9,214
|
9,214
|
|||||||||
Acquired lease intangible liabilities, net
|
5,722
|
5,722
|
|||||||||
Tenant security deposits
|
14,946
|
(195
|
)
|
14,751
|
|||||||
Prepaid rents
|
3,945
|
(68
|
)
|
3,877
|
|||||||
Total Liabilities
|
558,626
|
(300
|
)
|
558,326
|
|||||||
Equity
|
|||||||||||
Rexford Industrial Realty, Inc. stockholders equity
|
|||||||||||
Preferred stock, $0.01 par value, 10,000,000 shares
authorized; 5.875% series A cumulative redeemable preferred stock, liquidation preference $25.00 per share, 3,600,000 shares outstanding at September 30, 2016 |
86,664
|
86,664
|
|||||||||
Common Stock, $0.01 par value 490,000,000 shares
authorized and 66,048,341 shares outstanding at September 30, 2016 |
|||||||||||
Additional paid in capital
|
898,354
|
898,354
|
|||||||||
Cumulative distributions in excess of earnings
|
(56,651
|
)
|
4,631
|
(52,020
|
)
|
||||||
Accumulated other comprehensive loss
|
(5,764
|
)
|
(5,764
|
)
|
|||||||
Total stockholders equity
|
923,261
|
4,631
|
927,892
|
||||||||
Noncontrolling interests
|
22,297
|
22,448
|
|||||||||
Total Equity
|
945,558
|
4,782
|
950,340
|
||||||||
Total Liabilities and Equity
|
$
|
1,504,184
|
$
|
4,482
|
$
|
1,508,666
|
Rexford Industrial Realty, Inc. (AA)
|
Property Disposition- Pro Forma Adjustments (BB)
|
Pro Forma Rexford Industrial Realty, Inc.
|
|||||||||
RENTAL REVENUES
|
|||||||||||
Rental income
|
$
|
77,903
|
$
|
(937
|
)
|
$
|
76,966
|
||||
Tenant reimbursements
|
12,144
|
(30
|
)
|
12,114
|
|||||||
Other income
|
(15
|
)
|
|||||||||
TOTAL RENTAL REVENUES
|
90,811
|
(982
|
)
|
89,829
|
|||||||
Management, leasing and development services
|
|||||||||||
Interest income
|
|||||||||||
TOTAL REVENUES
|
91,415
|
(982
|
)
|
90,433
|
|||||||
OPERATING EXPENSES
|
|||||||||||
Property expenses
|
24,480
|
(371
|
)
|
24,109
|
|||||||
General and administrative
|
13,190
|
13,190
|
|||||||||
Depreciation and amortization
|
37,165
|
(294
|
)
|
36,871
|
|||||||
TOTAL OPERATING EXPENSES
|
74,835
|
(665
|
)
|
74,170
|
|||||||
OTHER EXPENSE
|
|||||||||||
Acquisition expenses
|
1,490
|
1,490
|
|||||||||
Interest expense
|
10,774
|
10,774
|
|||||||||
TOTAL OTHER EXPENSE
|
12,264
|
12,264
|
|||||||||
TOTAL EXPENSES
|
87,099
|
(665
|
)
|
86,434
|
|||||||
Equity in income from unconsolidated real estate
entities |
1,451
|
1,451
|
|||||||||
Gains on sale of real estate
|
11,563
|
11,563
|
|||||||||
NET INCOME
|
17,330
|
(317
|
)
|
17,013
|
|||||||
Less: net income attributable to noncontrolling
interest |
(533
|
)
|
(523
|
)
|
|||||||
NET INCOME ATTRIBUTABLE TO REXFORD INDUSTRIAL REALTY,
INC. |
16,797
|
(307
|
)
|
16,490
|
|||||||
Less: preferred stock dividends
|
(661
|
)
|
(661
|
)
|
|||||||
Less: earnings allocated to participating securities
|
(223
|
)
|
(223
|
)
|
|||||||
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$
|
15,913
|
$
|
(307
|
)
|
$
|
15,606
|
||||
Net income available to common stockholders per share –
basic and diluted |
$
|
0.26
|
$
|
0.25
|
|||||||
Weighted average shares of common stock outstanding –
basic |
61,694,835
|
61,694,835
|
|||||||||
Weighted average shares of common stock outstanding –
diluted |
61,919,976
|
61,919,976
|
Rexford Industrial Realty, Inc. (CC)
|
Property Disposition- Pro Forma Adjustments (DD)
|
Pro Forma Rexford Industrial Realty, Inc.
|
|||||||||
RENTAL REVENUES
|
|||||||||||
Rental revenues
|
$
|
81,114
|
$
|
(1,096
|
)
|
$
|
80,018
|
||||
Tenant reimbursements
|
10,479
|
(27
|
)
|
10,452
|
|||||||
Other income
|
1,013
|
(14
|
)
|
||||||||
TOTAL RENTAL REVENUES
|
92,606
|
(1,137
|
)
|
91,469
|
|||||||
Management, leasing and development services
|
|||||||||||
Interest income
|
|||||||||||
TOTAL REVENUES
|
93,900
|
(1,137
|
)
|
92,763
|
|||||||
OPERATING EXPENSES
|
|||||||||||
Property expenses
|
25,000
|
(440
|
)
|
24,560
|
|||||||
General and administrative
|
15,016
|
15,016
|
|||||||||
Depreciation and amortization
|
41,837
|
(488
|
)
|
41,349
|
|||||||
TOTAL OPERATING EXPENSES
|
81,853
|
(928
|
)
|
80,925
|
|||||||
OTHER EXPENSE
|
|||||||||||
Acquisition expenses
|
2,136
|
2,136
|
|||||||||
Interest expense
|
8,453
|
8,453
|
|||||||||
TOTAL OTHER EXPENSE
|
10,589
|
10,589
|
|||||||||
TOTAL EXPENSES
|
92,442
|
(928
|
)
|
91,514
|
|||||||
Equity in income from unconsolidated real estate
entities |
|||||||||||
Gain from early repayment of note receivable
|
|||||||||||
Loss on extinguishment of debt
|
(182
|
)
|
(182
|
)
|
|||||||
NET INCOME
|
1,950
|
(209
|
)
|
1,741
|
|||||||
Net income attributable to noncontrolling interests
|
(76
|
)
|
(68
|
)
|
|||||||
NET INCOME ATTRIBUTABLE TO REXFORD INDUSTRIAL REALTY,
INC. |
1,874
|
(201
|
)
|
1,673
|
|||||||
Less: earnings allocated to participating securities
|
(223
|
)
|
(223
|
)
|
|||||||
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$
|
1,651
|
$
|
(201
|
)
|
$
|
1,450
|
||||
Net income attributable to common stockholders per
share – basic and diluted |
$
|
0.03
|
$
|
0.03
|
|||||||
Weighted average shares of common stock outstanding –
basic and diluted |
54,024,923
|
54,024,923
|
FINANCIAL STATEMENTS
1.
|
Balance sheet adjustments
|
(A)
|
Represents the unaudited historical balance sheet of the
Company as of September 30, 2016. See the historical consolidated financial statements and notes thereto included in the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, filed with the SEC on November 7, 2016. |
(B)
|
Adjustments reflect the net sale proceeds received from the
sale of the Property and the elimination of the related account balances as if the sale was consummated as of September 30, 2016. Cumulative distributions in excess of earnings and Noncontrolling interests have been increased to reflect the receipt of net sale proceeds and removal of assets and liabilities related to the sale, as follows (in thousands): |
Contract sale price
|
$
|
17,000
|
|
Closing credits and transaction costs
|
(749
|
)
|
|
Net proceeds from sale
|
$
|
16,251
|
|
Net book value of the Property
|
(11,469
|
)
|
|
Gain on sale
|
$
|
4,782
|
2.
|
Income statement adjustments
|
of operations of the Company for the nine months ended September
30, 2016. See the historical consolidated financial statements
and notes thereto included in the Companys Quarterly Report on
Form 10-Q for the quarter ended September 30, 2016, filed with
the SEC on November 7, 2016.
for the Property for the nine months ended September 30, 2016.
operations of the Company for the year ended December 31, 2015.
See the historical consolidated financial statements and notes
thereto included in the Companys Annual Report on Form 10-K for
the year ended December 31, 2015, filed with the SEC on February
25, 2016.
for the Property for the year ended December 31, 2015.
About REXFORD INDUSTRIAL REALTY, INC. (NYSE:REXR)
Rexford Industrial Realty, Inc. is a self-administered and self-managed full-service real estate investment trust (REIT). The Company is focused on owning, operating and acquiring industrial properties in Southern California infill markets. The Company’s consolidated portfolio consisted of approximately 119 properties with over 12.0 million rentable square feet. The Company also owns interest in a joint venture (the JV) that indirectly owns one property with approximately 0.5 million square feet, which it also manages. The Company manages an additional 19 properties with approximately 1.2 million rentable square feet. The Company’s properties are concentrated in various industries, such as wholesale and retail, light manufacturing, industrial equipment and components, warehousing and storage, food and beverage, business services, construction, automotive, paper and printing, pharmaceuticals and healthcare. REXFORD INDUSTRIAL REALTY, INC. (NYSE:REXR) Recent Trading Information
REXFORD INDUSTRIAL REALTY, INC. (NYSE:REXR) closed its last trading session up +0.22 at 22.45 with 287,099 shares trading hands.