PKST 8-K
Peakstone Realty Trust (PKST)
8-K
2023-06-05
For: 2023-06-05
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Added on
April 12, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 5, 2023
(Exact name of registrant as specified in its charter)
Commission File Number: 001-41686
(State or other jurisdiction of incorporation) | (IRS Employer Identification No.) | |||||||
(Address of principal executive offices, including zip code)
(310 ) 606-3200
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| ____________________ | _________________ | ____________________ | ||||||
| Common shares, $0.001 par value per share | PKST | New York Stock Exchange | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01. Regulation FD Disclosure.
On June 5, 2023, Peakstone Realty Trust (the “Registrant”) posted to the “Investors” section of its website (www.pkst.com) an updated investor presentation. The investor presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Exhibit 99.1 is being furnished pursuant to Item 7.01 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information under this Item 7.01 in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
Signature(s)
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Peakstone Realty Trust | ||||||||
| Date: June 5, 2023 | By: | /s/ Javier F. Bitar | ||||||
| Javier F. Bitar | ||||||||
| Chief Financial Officer and Treasurer | ||||||||
Investor Presentation June 2023
Disclaimers / Forward-Looking Disclosure This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans or intentions. The forward-looking statements contained in this document reflect the Company’s current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances that may cause the Company’s actual results to differ significantly from those expressed in any forward-looking statement. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: general economic and financial conditions; market volatility; inflation; any potential recession or threat of recession; interest rates; the impact of the work-from-home trends; recent and ongoing disruption in the debt and banking markets; occupancy, rent deferrals and the financial condition of the Company’s tenants; whether easing of the pandemic, work-from-home trends or other factors will impact the attractiveness of industrial and/or office assets; whether we will be successful in renewing leases as they expire; future financial and operating results, plans, objectives, expectations and intentions; expected sources of financing and the availability and attractiveness of the terms of any such financing; legislative and regulatory changes that could adversely affect our business; our future capital expenditures, operating expenses, net income, operating income, cash flow and developments and trends of the real estate industry; whether a listing of the Company will be completed; whether any such listing will maximize shareholder value; whether we will be successful in the pursuit of our business plan, including any dispositions; whether we will succeed in our investment objectives; any relationship between the trading price of our common shares at listing and our published net asset value; any fluctuation and/or volatility of the trading price of our common shares once listed; risks associated with our dependence on key personnel whose continued service is not guaranteed; risks related to the disruption of management’s attention from ongoing business operations due to pursuit of requirements related to being a listed company; whether we will comply with Sarbanes-Oxley as required of listed companies; and other factors, including those risks disclosed in the Company’s Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. The Company cautions investors not to place undue reliance on these forward-looking statements and urges you to carefully review the disclosures it makes concerning risks. While forward-looking statements reflect the Company’s good faith beliefs, assumptions and expectations, they are not guarantees of future performance. The forward-looking statements speak only as of the date of this document. Furthermore, the Company disclaims any obligation to publicly update or revise any forward- looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Our shareholders are cautioned not to place undue reliance on any forward-looking statement in this document. All forward-looking statements are made as of the date of this document, and the risk that actual results will differ materially from the expectations expressed in this document may increase with the passage of time. In light of the significant uncertainties inherent in the forward-looking statements in this document, the inclusion of such forward-looking statements should not be regarded as a representation by us or any other person that the objectives and plans set forth in this document will be achieved. Notice Regarding Non-GAAP Financial Measures. In addition to U.S. GAAP financial measures, this presentation contains and may refer to certain non-GAAP financial measures. These non-GAAP financial measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures. Reconciliations to the most directly comparable GAAP financial measures and statements of why management believes these measures are useful to investors are included in this Appendix if the reconciliation is not presented on the page in which the measure is published.
Today’s Presenters MICHAEL ESCALANTE CHIEF EXECUTIVE OFFICER & PRESIDENT JAVIER BITAR CHIEF FINANCIAL OFFICER & TREASURER 1
Table of Contents 2 II. A Deeper Dive • More About Our Industrial and Office Segments • Value Creation Capabilities • Capitalization Overview RH – Patterson, CA PepsiCo – Lakeland, FL TransDigm – Whippany, NJ I. Peakstone Overview 01 03 02
PEAKSTONE OVERVIEW
A Compelling Investment Opportunity 3 Amazon – Pataskala, OH Experienced, cycle-tested team with strong financial alignment and a real estate operator’s mindset Self-funded business model through limited capital recycling and free cash flow Wholly-owned, high-quality, newer-vintage portfolio of predominantly single-tenant industrial and office properties located in diverse, strategic growth markets01 LPL (2 Properties) – Fort Mill, SC Shaw Industries – Savannah, GA 02 03
4 Peakstone is a Differentiated Net Lease Industrial and Office REIT Wholly-Owned Portfolio Highlights ZF WABCO – North Charleston, SC Keurig Dr. Pepper – Boston, MA Samsonite – Jacksonville, FL 3M – Dekalb, IL York – Greenwood Village, CO AT&T (3 Properties) – Redmond, WA18.7mm Rentable Sq. Ft 96% Leased1 74% of ABR from Coastal & SunBelt Markets 13 years Average Building Age2 Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. See detailed property lists for Office, Industrial and Other Segments in the Appendix. (1) Based on Rentable Square Feet. (2) Weighted average based on ABR.
Wholly-Owned Portfolio Provides Durable Cash Flows with Built- in Long-Term Growth Prospects Notes: $ in millions. Data is for wholly-owned assets and Office JV as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. See detailed property lists for Office, Industrial and Other Segments in the Appendix. (1) LQA Cash NOI is net of carrying costs for vacant assets. Cash NOI is a non-GAAP financial measure. See slide 32 for reconciliations and definitions. (2) Weighted average based on ABR. (3) Based on Rentable Square Feet. (4) Weighted average based on ABR. Represents ratings of tenants, guarantors or non-guarantor parent entities. There can be no assurance that such guarantors or parent entities will satisfy the tenant’s lease obligations. For more information, see definition of investment grade in the Appendix. 5 Property Count In-Place ABR (mm) WALT (years)2 % Leased3 Rentable Sq. Ft (mm) LQA Adjusted Cash NOI (mm)1 % Leased to IG Tenants4 $165mm Book Value of Equity 46 Office Properties (59 Buildings) ~49% Minority Interest 8.6mm Rentable Sq. Ft Office JV Wholly-Owned Total 76 $207.8 6.8 96% 18.7 $197.9 63% Industrial Segment 19 $48.3 / 23% 6.8 100% 9.0 $48.3 / 24% 59% High-quality, well-located industrial properties with modern specifications Office Segment 37 $118.8 / 57% 8.1 100% 6.0 $116.2 / 59% 70% Newer, high-quality, business-essential office properties Other Segment (Office & Industrial) 20 $40.7 / 20% 2.9 78% 3.7 $33.4 / 17% 47% Vacant and non-core assets (together with other assets in the same cross-collateralized loan pools)
Vacant Buildings01 Raytheon - Charlotte, NC 02 Short-Term WALT 6 Hitachi Astemo - Columbus, OH Franklin Center - Columbia, MD Partially Leased0403 Cross-Collateralized Assets Asset Attributes Other Segment Debt as of 3/31/2023 Other Segment Key Figures 20 Properties $40.7mm ABR 2.9 WALT (Years)2 17% / 83% Industrial / Office1 78% % Leased3 3.7mm Rentable Square Feet An Overview of Other Segment Assets Interest Maturity Outstanding # of Rate Date Balance Properties Highway 94 Loan 3.75% 2024 $12 1 AIG Loan II 4.15% 2025 122 8 AIG Loan 4.96% 2029 99 5 Total Other Segment Debt $233 14 Gold Pointe – Rancho Cordova, CA Notes: $ in millions. Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. (1) Based on ABR. (2) Weighted average based on ABR. (3) Based on Rentable Square Feet.
7 High-Quality, Well-Located Industrial and Office Segment Properties Industrial Office / Data Center • Avnet • Freeport McMoRan • McKesson • onsemi Arizona AT&T (3 Properties) RH Guild Mortgage IGT Occidental Petroleum Maxar Technologies York Hopkins Corteva Agriscience MISO International Paper Cigna • 3M • Amazon • Berry Global Illinois Atlas Copco Roush OceanX Amcor Amazon PPG Express Scripts Huntington Ingalls (2 Properties) UEOS / Blue ForcePepsi Bottling LPL (2 Properties) ZF WABCO Shaw Industries Samsonite PepsiCo Parallon Amentum Fresenius Tech Data Southern Company • Draeger Medical • Mercury Systems • Rapiscan Systems • Keurig Dr Pepper (2 Properties) Massachusetts • TransDigm • Travel & Leisure • Zoetis New Jersey • Fidelity Building Services • JMT Maryland Toshiba TEC ABR <$1mm $1mm-$2mm $2mm-$4mm $4mm-$6mm >$6mm States Markets of ABR from Coastal & Sunbelt Markets 23 32 73% 530 Great Circle Road Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023.
Entered JV with Workspace Property Trust and an institutional buyer • Sold 46 office properties for significant cash proceeds • De-levered balance sheet • Eliminated future capex Closed Five Dispositions of Wholly-Owned Assets YTD in 2023 • $237mm of gross proceeds o $169mm in 1Q 2023 o $68mm subsequent to 1Q 2023 Redeemed $125mm Convertible Preferred Shares • Savings of $10mm in distributions per year Extended $750mm Revolver Loan • Maturity date extended through January 2026 • Repaid $400mm 2024 term loan with revolver loan capacity • Earliest term loan maturity December 2025 8 Optimizing Portfolio and Balance Sheet Generate consistent cash flows Attract high demand from creditworthy tenants, minimizing vacancies Strong rental rate growth potential No need for outside capital Generate free cash flow Selectively sell Office and Other segment assets Invest capital in existing assets where warranted Target investment grade balance sheet Potential for higher returns with lower capex Strong rental rate growth prospects Robust demand, low vacancy and lagging supply Benefit from secular tailwinds with mark-to- market opportunities Go-Forward StrategyExecuted Maintain a Stabilized Portfolio of High- Quality, Well- Located Real Estate Self-Funded Ability to Execute Plan Build Upon Existing Portfolio by Selectively Acquiring High- Quality Industrial Properties Notes: Data as of March 31, 2023 adjusted to reflect property sales through May 31, 2023.
Object / Logo Primary Long-Term Objective to Maximize Shareholder Value Over Time Object / Logo 03 05 01 04 02 Future focus on acquiring distribution / warehouse assets with market leading building specifications Maximize flexibility by targeting investment grade rating Improve per share metrics through internal and external growth Selectively own business essential, Class A, single-tenant office with long lease durations Multi-channel investment strategy across the risk and capital spectrum 9
10 Entrepreneurial & Cycle-Tested Team with Proven Public Real Estate Operating Experience CAPITAL MARKETS ASSET MANAGEMENT LEASING ACCOUNTING & FINANCE ACQUISITIONS & DEVELOPMENT Peakstone Management Team Overview Highly experienced executive management team1 ─ Average ~34 years of real estate experience ─ Decades of experience operating public companies 9 senior real estate professionals averaging ~23 years of experience2 Average ~9 years working together3 Proven real estate and capital markets experience Extensive knowledge of the existing portfolio Broad network of long-standing industry relationships (1) Includes Michael Escalante (CEO), Javier Bitar (CFO) and Nina Momtazee Sitzer (Chief Legal Officer, Chief Administrative Officer, and EVP - Operations). (2) Includes Senior Vice President and above, other than executive management team. (3) Includes Senior Vice President and above.
A DEEPER DIVE 01 More About Our Industrial and Office Segments 02 Value Creation Capabilities 03 Capitalization Overview
More About Our Industrial and Office Segments01
Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. (1) Weighted average based on ABR. (2) Based on average property CoStar star rating on a scale from 1 (low) to 5 (high) and is shown as a % of RSF. (3) Represents distribution / warehouse assets only. 11 Industrial and Office Segment Attributes ZF WABCO – North Charleston, SC Samsonite – Jacksonville, FL Key Attributes Industrial Segment Office Segment 8.1 years WALT1 474k SF Average Property Size 32ft Average Clear Height3 Zoetis – Parsippany, NJ onsemi – Scottsdale, AZ Amazon – Arlington Heights, IL Amazon – Pataskala, OH 01 International Paper – Memphis, TN 13 years Average Building Age1 Key Attributes 161k SF Average Property Size 11 years Average Building Age1 91% of RSF from Properties Rated 4+ Stars (CoStar)2 77% of RSF from Properties Rated 4+Stars (CoStar)2 Draeger Medical Systems – Andover, MA
MISO – Carmel, IN Pepsi Bottling Ventures – Winston-Salem, NC 12 Essential to Tenant Operations Modern, High-Quality Buildings with Market-Leading Specifications Significant Tenant Investment Difficult-to-Replicate Locations or High-Growth Markets Strategically Located and Critical to the Business Operations of Tenants PepsiCo – Lakeland, FL 01 Roush Industries – Allen Park, MI
Phoenix 16% Boston 14% Denver 9% Birmingham 8% Northern New Jersey 7% Charlotte 7% San Diego 6% Las Vegas 4% Memphis 4% Pittsburgh 3% Other 22% Chicago 18% Columbus 16% Stockton/ Modesto 15% Jacksonville 8% Savannah 7% Tampa 7% Detroit 6% Cleveland 6% Hampton Roads 5% Winston-Salem 4% Other 8% 13 Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. Industrial Segment Markets by % of Segment ABR Office Segment Markets by % of Segment ABR Industrial and Office Segments Well-Positioned and Diversified Across High-Growth Markets 01
Top 10 US Miles to % of Property Name Nearest Port Port Rank #1 Port Segment ABR TransDigm Port Newark (Port of NY/NJ) 2 25 2% Shaw Industries Port of Savannah 4 11 7% Huntington Ingalls (500 West Park Lane) Port of Virginia 6 23 3% Huntington Ingalls (300 West Park Lane) Port of Virginia 6 23 3% ZF WABCO Port of Charleston 8 16 2% RH Port of Oakland 9 38 15% Samsonite Port of Jacksonville 10 8 8% Fidelity Building Services Port of Baltimore N/A 21 1% PepsiCo Port Tampa Bay N/A 52 7% Total / Average 24 49% Port-Adjacent Industrial Segment Assets PepsiCo RH Samsonite Shaw Industries 14 Notes: Data is for wholly-owned assets as of March 31, 2023. Properties ranked by port ranking. (1) US Port Rank is based on Total 2022 Twenty-foot Equivalent Units (TEUs) per Supply Chain Dive published February 27, 2023. “N/A” indicates the rank falls outside of the Top 10. 49% of Industrial Segment ABR from Properties Proximate to Top US Ports 01 ZF WABCO Huntington Ingalls (2 Properties) Fidelity Building Services TransDigm Distribution / Warehouse Property Ports
Materials 13% Capital Goods 12% Health Care Equipment & Services 12% Food, Beverage & Tobacco 10% Utilities 9% 10 Other Industries 44% Capital Goods 23% E-Commerce 17% Consumer Durables & Apparel 15% Retailing 15% Food, Beverage & Tobacco 11% 3 Other Industries 19% Peakstone Realty Trust has no affiliation, connection or association with and is not sponsored or approved by the tenants of its properties. Peakstone Realty Trust has not approved or sponsored its tenants or their products and services. All product and company names, logos and slogans are the trademarks or service marks of their respective owners. (1) Represents S&P ratings of tenants, guarantors, or non-guarantor parent entities, unless otherwise noted. (2) Weighted average based on ABR. (3) Represents a rating issued by Bloomberg services. (4) Represents a rating issued by Moody’s at http://www.moodys.com. (5) Based on % of ABR. Includes leases with respect to which the tenant, the guarantor or a non-guarantor parent of the tenant is an S&P 500 company. There can be no assurance that such guarantor or parent entities will satisfy the tenant's lease obligations. 15 % Leased to S&P 500 Companies: 52%5 % Leased to S&P 500 Companies: 54%5 Leased to High-Quality Tenants Diversified Across Industries01 Top 5 Tenant Industries by % of Segment ABR Top 5 Tenant Industries by % of Segment ABR Industrial Segment Office Segment Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. Tenants ranked by ABR. Top 10 Industrial Tenants Rating1 WALT (yrs.)2 % of Segment ABR 1 AA 8.3 17% 2 HY23 7.4 15% 3 A14 3.6 10% 4 Ba24 1.7 8% 5 AA 10.0 7% 6 A+ 5.3 7% 7 BBB 9.6 6% 8 BBB- 4.8 5% 9 A34 9.3 4% 10 Not Rated 5.7 3% Top 10 Subtotal / Average 6.6 83% Top 10 Office Tenants Rating1 WALT (yrs.)2 % of Segment ABR 1 BBB 6.6 10% 2 BBB+ 21.0 8% 3 Baa34 13.6 7% 4 Baa24 4.1 7% 5 B+ 7.3 6% 6 BBB+ 5.5 5% 7 BB- 6.4 5% 8 BB+ 7.8 4% 9 BBB 6.9 4% 10 IG103 7.7 4% Top 10 Subtotal / Average 9.2 60%
IG Rated 70% Sub-IG/Not Rated 30% IG Rated 59% Sub-IG/Not Rated 41% 16 Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. Industrial Segment Investment Grade Tenants by % of Segment ABR Office Segment Investment Grade Tenants by % of Segment ABR Majority Investment Grade Tenancy 100% Historical Rent Collection 01
8% 3% 10% 18% 3% 15% 17% 26% '23 '24 '25 '26 '27 '28 '29 '30 '31 '32 and Thereafter 2% 1% 3% 4% 12% 7% 21% 14% 9% 27% '23 '24 '25 '26 '27 '28 '29 '30 '31 '32 and Thereafter 17 % Office Segment ABR Expiring Per Year 6.8 Industrial Segment WALT (yrs.)1 Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. (1) Weighted average based on ABR. 8.1 Office Segment WALT (yrs.)1 % Industrial Segment ABR Expiring Per Year Near-Term Stability with Long-Term Ability to Capitalize on Opportunities 01
Upside Potential: Notes: Based on management’s estimated market rents. Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. (1) Illustrative cash releasing spreads are based on management’s estimated market rents today divided by each tenant’s in-place ABR. Industrial Segment In-Place ABR PSF vs Market Rent PSF 18 Significant Embedded Value Illustrative Cash Releasing Spreads at Current Market Rent1 Shaw Industries – Savannah, GA +65% RH – Patterson, CA +64% Industrial Segment Total In-Place ABR vs Market Rent Significant Upside Through Industrial Segment Mark-to- Market Opportunity 01 x 9.0mm SF $48mm $58mm Total In-Place ABR Market Average $5.37 $6.49 In-Place ABR PSF Market Average
Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. (1) Based on average property CoStar star rating on a scale from 1 (low) to 5 (high) and is shown as a % of RSF. (2) Weighted average based on ABR. (3) Based on ABR. (4) Includes leases with respect to which the tenant, the guarantor or a non-guarantor parent of the tenant is an S&P 500 company. There can be no assurance that such guarantor or parent entities will satisfy the tenant's lease obligations. 19 Mercury Systems – Andover, MA Guild Mortgage – San Diego, CA IGT – Las Vegas, NV ◼ 77% of rentable square feet from properties with 4+ Star rating (CoStar)1 ◼ 11-year Average Building Age2 ◼ 82% of ABR generated from Coastal or SunBelt markets3 ◼ Located in markets with strong demographic trends ◼ 40% of ABR generated from corporate headquarters3 ◼ 35% of ABR generated from properties with R&D, lab, or data center functions3 ◼ 52% of ABR is generated from leases with S&P 500 Companies, with ~12% exposure to TAMI & FIRE industries3,4 ◼ 93% of properties are single-tenant High-Quality Assets and Modern Buildings High-Growth Markets Essential to Tenant Operations Market-Leading Specifications or Difficult-to-Replicate Locations Differentiated Office Segment Assets 01 Toshiba TEC – Durham, NC
02 Value Creation Capabilities
Repositioning and Development Opportunities Corporate M&A Joint Ventures Signature REIT 20 Cycle-tested team with insight, experience, relationships and creativity to source, structure, and execute on multiple transaction types Amazon – Arlington Heights, IL RH – Patterson, CA Versatile Investment Strategies 02 ✓ Proactive Asset Management York – Greenwood Village, CO ✓ Property & Portfolio Acquisitions ✓ ✓ ✓ Tax Deferred Strategies Avnet – Chandler, AZ ✓ Amazon – Pataskala, OH
21 Repositioning ✓ Generated significant value accretion through an early lease termination that provided proceeds for a strategic R&D-to-warehouse conversion ✓ Achieved credit and lease term enhancement with no downtime and no out-of-pocket capital investment ✓ Increased the rental rate PSF by 6.4% Amazon – Arlington Heights, IL Team Has Proven Experience Identifying and Executing Value Creation Opportunities 02 Redevelopment ✓ Partnered with the tenant to completely overhaul a building with outdated components and environmental issues ✓ Post-renovation, asset replicated new construction with modern technology well-below replacement cost for a building located in an upscale Birmingham submarket ✓ Closed on a 28-year lease with an investment grade tenant Southern Company – Birmingham, AL ✓ Formed a JV with a leading developer to construct a distribution warehouse for RH ✓ Financed over 90% of total construction costs and committed to a forward takeout ✓ Acquired a mission-critical warehouse for RH with a 15-year lease term Build-to-Suit / Joint VentureRH – Patterson, CA
Capitalization Overview03
22 Notes: $ in thousands. EBITDA is a non-GAAP financial measure. For a reconciliation to the most directly comparable GAAP financial measure, see slide 31. (1) Represents the 2Q23 sales of an Office segment property in Houston, TX, and an Other segment property in Lone Tree, CO. (2) On April 10, 2023, redeemed all preferred shares (5mm Series A Preferred Shares which were issued to and held by a third-party international investor). (3) As of 9/28/22, the Secured Overnight Financing Rate (“SOFR”) replaced LIBOR as the applicable reference rate for our variable rate debt. The amounts listed in this section are inclusive of the 4.80% SOFR rate effective as of 3/31/23, plus spread of 1.40% (Term Loans) or 1.45% (revolver Loan) and 0.1% index. The effective interest rate of the $950 million of unsecured debt is inclusive of the Company’s fixed-rate interest swaps. (4) Cash and Cash Equivalents excludes restricted cash. Capitalization Overview Balance Sheet and Liquidity Overview 03 As of As of 2Q23 Redemption Adjusted 12/31/2022 3/31/2023 Asset Sales 1 of Preferred 2 3/31/2023 Rate 3 Term Secured Fixed Rate Mortgages $539,803 $518,930 $518,930 4.49% 4.3 Total Secured Debt $539,803 $518,930 $518,930 Unsecured Debt 2024 Term Loan 400,000 – – 2025 Term Loan 400,000 400,000 400,000 4.06% 3.1 2026 Term Loan 150,000 150,000 150,000 4.06% 2.7 Revolver Loan - 400,000 400,000 4.06% 2.8 Total Unsecured Debt $950,000 $950,000 $950,000 Total Consolidated Debt $1,489,803 $1,468,930 $1,468,930 Cash and Cash Equivalents4 (233,180) (368,210) (61,988) 125,000 (305,198) Net Debt $1,256,621 $1,100,720 $1,163,732 Pro Rata Share of JV Net Debt 525,704 514,426 514,426 Net Debt (Pro Rata Share) $1,782,325 $1,615,146 $1,678,158 Perpetual Convertible Preferred Shares 125,000 125,000 (125,000) - Net Debt (Pro Rata Share) + Preferred Shares $1,907,325 $1,740,146 $1,678,158 Market Capitalization Common Shares and OP Units Outstanding (000s) 39,538 39,545 39,545 Stock Price as of 5/31/2023 N/A $24.09 $24.09 Equity Market Capitalization N/A $952,639 $952,639 Wholly-Owned Portfolio LQA Normalized EBITDAre (Consolidated) $180,532 $171,724 (5,668) $166,056 Net Debt + Preferred Shares / LQA Normalized EBITDAre (Consolidated) 7.7x 7.1x 7.0x Wholly-Owned Portfolio (Pro Rata Share) LQA Normalized EBITDAre $231,696 $233,532 (5,668) $227,864 Net Debt (Pro Rata Share) + Preferred Shares / LQA Normalized EBITDAre 8.2x 7.5x 7.4x
23 Wholly-Owned Balance Sheet and Liquidity Overview (Cont’d) 03 Notes: $ in millions. (1) Excludes pro rata share of JV debt. Reflects the redemption of $125mm of perpetual convertible preferred shares. (2) Reflects cash and cash equivalents as of March 31, 2023, adjusted for proceeds from 2Q23 asset sales and the redemption of $125mm of perpetual convertible preferred shares. (3) Percentage of floating-rate debt includes impact of fixed-rate swaps. Consolidated Debt Maturity as of 3/31/231 Other Balance Sheet Highlights as of 3/31/231 • Net Consolidated Debt / Total Gross Real Estate: 36% • Wtd. Avg. Interest Rate: 4.2% Total Liquidity: $437mm • Pro Forma Cash and Cash Equivalents: $305mm2 • Available Revolver Capacity: $132mm Fixed Secured Unsecured Floating3 86% 14% $1,469 Total Consolidated Debt: 35% 65% $1,469 Total Consolidated Debt: $18 $30 $122 $400 $150 $400 $350 $522 $250 $99 2023 2024 2025 2026 2027 2028 2029 Fixed Rate Mortgages Term Loans Revolver Loan Remaining Revolver Commitment
24 Wholly-Owned LQA Cash NOI1 Balance Sheet Components Cash & Restricted Cash2 $ 307 Book Value of Office JV $ 165 Other Assets $ 79 Building Blocks of Net Asset Value 03 Notes: $ in millions. (1) As of March 31, 2023 as adjusted for 2Q23 asset sales. LQA Cash NOI is net of carrying costs for vacant assets. Cash NOI is a non-GAAP financial measure. For a reconciliation to the most directly comparable GAAP financial measure, see slide 32. (2) Reflects cash and cash equivalents as of March 31, 2023, adjusted for proceeds from 2Q23 asset sales and the redemption of $125mm of perpetual convertible preferred shares, plus $2mm of restricted cash. Other Segment $ 33 Industrial Segment $ 48 Office Segment $ 116 + + Total Consolidated Debt $ 1,469 Other Liabilities $ 82
A Compelling Investment Opportunity 25 Amazon – Pataskala, OH Experienced, cycle-tested team with strong financial alignment and a real estate operator’s mindset Self-funded business model through limited capital recycling and free cash flow Wholly-owned, high-quality, newer-vintage portfolio of predominantly single-tenant industrial and office properties located in diverse, strategic growth markets01 LPL (2 Properties) – Fort Mill, SC Shaw Industries – Savannah, GA 02 03
APPENDIX
Notes: Reflects board of trustees post-listing; independent trustees shaded. 26 Highly Reputable Board of Trustees Casey Wold Chair • Current Chief Executive Officer and Managing Partner of Vanderbilt Office Properties • Served as Senior Managing Director of Tishman Speyer and was a member of the Investment and Management committees • Served as CIO and COO of Trizec Properties • Former board member of CTO Realty Growth, Inc. (NYSE), Trizec Properties (NYSE), and Captivate Networks, Inc. Gregory Cazel Trustee • Current Managing Director at Lument Capital • Served as Managing Director in the Real Estate Capital Markets division of Wells Fargo Bank, as EVP and Principal at A10 Capi tal, and held various positions at Dexia Real Estate Capital Markets Company and JP Morgan Mortgage Capital Carrie DeWees Trustee • Most recently a Managing Principal of Allstate Investments • Held various positions in acquisitions, asset management, and investor relations at JMB Realty, Heitman, Henderson Global Adv isors, and American Realty Advisors Michael Escalante Trustee • Current Chief Executive Officer, President and Trustee of Peakstone Realty Trust • Served as Chief Investment Officer of Peakstone Realty Trust’s predecessor entities Samuel Tang Trustee • Current Managing Partner of TriGuard Management LLC • Served as a Managing Director, Equities, of Pacific Life Insurance Company and Managing Partner at The Shidler Group Independent Trustees Trustee
E S G • Minimize environmental impact of our buildings • Emphasize the health and well-being of building occupants • Environmentally Sustainable Practices: ─ In-office sustainability initiatives ─ Consider environmental impact in investment decisions ─ Partner with our tenants on sustainability projects ─ Continue to seek new technology solutions • Diverse executive management team • Individual differences and a diverse and inclusive culture are essential to our continued success • Dedicated to enhancing employee wellness and giving back to our community • Social Responsibility Initiatives: ─ Maintain a diverse workforce ─ Support employee growth and wellness ─ Promote charitable initiatives • Sound corporate governance essential to the success of our organization and stakeholders • Governance Practices: ─ Non-staggered board ─ Four of five board members post-listing are independent ─ Independent committees ─ Documented governance, conduct and ethics policies 27 Fully committed to ESG initiatives Corporate Responsibility Commitment
28 Office JV Key Stats JV Portfolio Stats1 August 2022 Date Entered JV $165mm Book Value of Equity3 $1.3bn Transaction Value1 Workspace Property Trust / Institutional Buyer JV Partner2 59 / 46 Office Buildings / Properties 8.6mm Rentable Square Feet 22 Markets 14 States Vanguard – Charlotte, NC 2500 Windy Ridge Parkway – Atlanta, GA Duke Bridges I – Frisco, TX 2 Circle Star Way – San Carlos, CA (1) Includes initial transaction of 53 buildings across 41 properties for $1.1bn announced August 2022 and a second transaction of 6 buildings across 5 properties for $170.4mm announced December 2022. (2) JV is managed by an affiliate of Workspace Property Trust. (3) As of March 31, 2023. 49% Minority Interest • JV is unconsolidated and held at book value on balance sheet • Not obligated to make any capital contributions • $514mm PKST pro-rata share of net debt3 • No guarantees or financial commitments with respect to the JV debt Our Office Joint Venture
29 Reconciliation of Non-GAAP Financial Measures Wholly-Owned Reconciliation of Net Income to NOI Notes: $ in thousands. (1) NOI is net of carrying costs for vacant assets. Quarter Ended 03/31/2023 Net (loss) income $9,017 General and administrative expenses 9,912 Corporate operating expenses to affiliates 378 Impairment provision, real estate - Depreciation and amortization 31,356 Interest expense 17,014 Other loss (income), net (1,396) Loss from investment in unconsolidated entities 14,661 Gain from disposition of assets (30,610) Transaction expenses 3,187 1Q23 NOI1 $53,519
30 Reconciliation of Non-GAAP Financial Measures (Cont’d) Wholly-Owned NOI and Cash NOI Notes: $ in thousands. (1) NOI is net of carrying costs for vacant assets. (2) Adjustment for the 1Q23 sales of properties located in (i) Irvine, CA, (ii) Clinton, SC, and (iii) Herndon, VA. (3) Adjustment for the 2Q23 sales of an Office segment property in Houston, TX, and an Other segment property in Lone Tree, CO.. Quarter Ended 03/31/2023 Industrial Office Industrial and Office Other Segment Total Portfolio 1Q23 NOI1 $12,630 $32,852 $45,482 $8,037 $53,519 (117) (4,457) (4,574) 315 (4,259) (95) 99 4 (126) (122) (24) – (24) – (24) – 433 433 – 433 – 368 368 – 368 – 101 101 – 101 1Q23 Cash NOI1 $12,394 $29,396 $41,790 $8,226 $50,016 1Q23 Dispositions2 (314) (1,257) (1,571) – (1,571) 2Q23 Dispositions3 – 908 908 127 1,035 Adjusted Cash NOI1 $12,080 $29,047 $41,127 $8,353 $49,480 LQA Adjusted Cash NOI (Wholly-Owned)1 $48,320 $116,189 $164,508 $33,411 $197,920 Straight line rent Non-cash adjustments In-place lease amortization Deferred termination income Deferred ground lease Other intangible amortization Inducement amortization
31 Reconciliation of Non-GAAP Financial Measures (Cont’d) Net (loss) income to Normalized EBITDAre Notes: $ in thousands. (1) Transaction expenses for the quarter primarily consisted of initial listing-related expenses. (2) Adjustment for the 2Q23 sales of an Office segment property in Houston, TX, and an Other segment property in Lone Tree, CO.. Quarter Ended 03/31/2023 Net (loss) income $9,017 Interest expense 17,014 Depreciation and amortization 31,356 1Q23 EBITDA $57,387 (Gain)/loss on sales of real estate, net (30,610) (Gain)/loss on investment in unconsolidated entity 14,661 Proportion share of adjustments for unconsolidated entities 13,468 1Q23 EBITDAre $54,906 Adjustment for acquisitions and dispositions (1,694) Adjustment for joint venture acquisition 1,984 Transaction expenses 1 3,187 1Q23 Normalized EBITDAre $58,383 2Q23 Dispositions 2 (1,417) Adjusted Normalized EBITDAre $56,966 LQA Adjusted Normalized EBITDAre $227,864 LQA Adjustment for unconsolidated joint venture (61,808) LQA Adjusted Normalized EBITDAre (Consolidated) $166,056
32 Detailed Wholly-Owned Portfolio Summary Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. Properties sorted by % of Total ABR. (1) Year shown is either the year built or year substantially renovated. (2) Total calculated as a weighted average based on Rentable Square Feet. (3) Total calculated as a weighted average based on ABR. (4) Lease restricts certain disclosures. # Segment Property / Tenant Name Address Property Market Property State Building Square Feet Tenancy Type Property Sub-Type % Leased ² Year Built / Renovated ¹ ³ Property WALT ³ % of Total ABR 01 Industrial RH 825 Rogers Rd. Stockton/Modesto CA 1,501,400 Single Tenant Warehouse 100.0% 2015 7.4 3.5% 02 Industrial Amazon (Etna) 11999 National Rd. Columbus OH 856,300 Single Tenant Warehouse 100.0% 2016 – ⁴ 2.9% 03 Industrial 3M 1650 Macom Dr. Chicago IL 978,100 Single Tenant Warehouse 100.0% 2016 3.6 2.4% 04 Industrial Samsonite 10480 Yeager Rd. Jacksonville FL 817,700 Single Tenant Warehouse 100.0% 2008 1.7 2.0% 05 Industrial Shaw Industries 445 Northport Pkwy. Savannah GA 1,001,500 Single Tenant Warehouse 100.0% 2018 10.0 1.6% 06 Industrial PepsiCo 8060 State Rd. 33 North Tampa FL 605,400 Single Tenant Warehouse 100.0% 2018 5.3 1.5% 07 Industrial Amcor 975 West Main St. Cleveland OH 586,700 Single Tenant Manufacturing 100.0% 1986 9.6 1.3% 08 Industrial Amazon (Arlington Heights) 1455 West Cellular Dr. Chicago IL 182,900 Single Tenant Warehouse 100.0% 2020 – ⁴ 1.1% 09 Industrial Pepsi Bottling Ventures 390 Business Park Dr. Winston-Salem NC 526,300 Single Tenant Warehouse 100.0% 2008 9.3 0.9% 10 Industrial Roush Industries 333/777 Republic Dr. Detroit MI 169,200 Single Tenant Industrial/R&D 100.0% 2000 5.7 0.8% 11 Industrial OceanX 6390 Commerce Court Columbus OH 312,000 Single Tenant Warehouse 100.0% 2015 6.3 0.7% 12 Industrial Berry Global 1515 Franklin Blvd. Chicago IL 193,700 Single Tenant Manufacturing 100.0% 2003 9.8 0.7% 13 Industrial Atlas Copco 3301 Cross Creek Pkwy. Detroit MI 120,000 Single Tenant Industrial/R&D 100.0% 2014 2.5 0.7% 14 Industrial Huntington Ingalls (500 West Park Lane) 500 West Park Lane Hampton Roads VA 258,300 Single Tenant Warehouse 100.0% 1999 4.8 0.6% 15 Industrial Huntington Ingalls (300 West Park Lane) 300 West Park Lane Hampton Roads VA 257,200 Single Tenant Warehouse 100.0% 2000 4.8 0.6% 16 Industrial ZF WABCO 8225 Patriot Blvd. Charleston SC 145,200 Single Tenant Warehouse 100.0% 2016 10.4 0.5% 17 Industrial TransDigm 110 Algonquin Pkwy. Northern New Jersey NJ 114,300 Single Tenant Manufacturing 100.0% 1986 5.0 0.5% 18 Industrial Hopkins 428 Peyton St. Emporia KS 320,800 Single Tenant Manufacturing 100.0% 2000 13.8 0.5% 19 Industrial Fidelity Building Services 25 Loveton Circle Baltimore MD 54,800 Single Tenant Industrial/R&D 100.0% 1981 11.8 0.3% Total Industrial Segment 19 Properties 9,001,800 100.0% 2010 6.8 $48,339 20 Office Southern Company 3525 Colonnade Pkwy. Birmingham AL 669,400 Single Tenant Office 100.0% 2018 21.0 4.4% 21 Office Keurig Dr. Pepper (53 South Avenue) 53 South Ave. Boston MA 280,600 Single Tenant Office 100.0% 2014 6.6 4.2% 22 Office Freeport McMoRan 333 N. Central Ave Phoenix AZ 249,000 Single Tenant Office 100.0% 2010 4.1 3.8% 23 Office Maxar Technologies 1300 West 120th Ave. Denver CO 430,000 Single Tenant Office 100.0% 2002 7.3 3.6% 24 Office Terraces at Copley Point 5887 Copley Dr. San Diego CA 201,700 Multi Tenant Office 100.0% 2009 5.1 3.3% 25 Office LPL (1055 & 1060 LPL Way) 1055 & 1060 LPL Way Charlotte SC 307,200 Single Tenant Office 100.0% 2016 13.6 2.8% 26 Office Travel & Leisure, Co. 14 Sylvan Way Northern New Jersey NJ 203,500 Single Tenant Office 100.0% 2013 6.4 2.8% 27 Office IGT 6355 South Buffalo Dr. Las Vegas NV 222,300 Single Tenant Office 100.0% 2008 7.8 2.5% 28 Office International Paper 1740 International Dr. Memphis TN 238,600 Single Tenant Office 100.0% 2015 – ⁴ 2.4% 29 Office onsemi (5701 N. Pima Road) 5701 N. Pima Rd. Phoenix AZ 133,400 Single Tenant Office 100.0% 2017 – ⁴ 1.6% 30 Office Zoetis 10 Sylvan Way Northern New Jersey NJ 125,700 Single Tenant Office 100.0% 2016 – ⁴ 1.5%
33 Detailed Wholly-Owned Portfolio Summary (Cont’d) # Segment Property / Tenant Name Address Property Market Property State Building Square Feet Tenancy Type Property Sub-Type % Leased ² Year Built / Renovated ¹ ³ Property WALT ³ % of Total ABR 31 Office McKesson (5601 N. Pima Road) 5601 N. Pima Rd. Phoenix AZ 138,200 Single Tenant Office 100.0% 2017 – ⁴ 1.5% 32 Office McKesson (5801 North Pima Road) 5801 North Pima Rd. Phoenix AZ 124,900 Single Tenant Office 100.0% 2019 – ⁴ 1.4% 33 Office York Space Systems (East Village) 6060 South Willow Dr. Denver CO 138,100 Single Tenant Office/R&D 100.0% 2020 8.8 1.4% 34 Office Corteva Agriscience 8501 NW 62nd Ave Des Moines IA 184,300 Single Tenant Office/Lab 100.0% 2014 3.7 1.4% 35 Office 40 Wight 40 Wight Ave. Baltimore MD 132,200 Multi Tenant Office 93.2% 2017 9.5 1.4% 36 Office Keurig Dr. Pepper (63 South Avenue) 63 South Ave. Boston MA 150,700 Single Tenant Office/Lab/R&D 100.0% 2013 6.6 1.4% 37 Office LPL (1040 LPL Way) 1040 LPL Way Charlotte SC 144,400 Single Tenant Office 100.0% 2016 13.6 1.3% 38 Office Toshiba TEC 3901 South Miami Blvd. Raleigh/Durham NC 200,800 Single Tenant Office 100.0% 2016 5.1 1.3% 39 Office Mercury Systems 50 Minuteman Rd. Boston MA 145,300 Single Tenant Office/Lab 100.0% 1997 9.1 1.2% 40 Office Occidental Petroleum 501 North Division St. Platteville CO 114,500 Single Tenant Office 100.0% 2013 10.5 1.1% 41 Office PPG 400 Bertha Lamme Dr. Pittsburgh PA 118,000 Single Tenant Office 100.0% 2010 7.8 1.1% 42 Office Avnet (Phoenix) 2211 S 47th St. Phoenix AZ 176,400 Single Tenant Office 100.0% 1997 3.4 1.1% 43 Office MISO 720 City Center Dr. Indianapolis IN 133,400 Single Tenant Office 100.0% 2016 5.1 1.0% 44 Office Draeger Medical Systems Six Tech Dr. Boston MA 128,400 Single Tenant Office/Lab 100.0% 2020 8.3 0.9% 45 Office Amentum (Heritage III) 13500 Heritage Pkwy. Dallas/Fort Worth TX 119,000 Single Tenant Office 100.0% 2006 – ⁴ 0.9% 46 Office Fresenius Medical Care 3355 Earl Campbell Pkwy. Tyler TX 81,000 Single Tenant Office 100.0% 2016 8.6 0.8% 47 Office Cigna (500 Great Circle Road) 500 Great Circle Rd. Nashville TN 72,200 Single Tenant Office 100.0% 2012 4.3 0.7% 48 Office Express Scripts 501 Ronda Court Pittsburgh PA 70,500 Single Tenant Office/Data Center 100.0% 2015 2.3 0.7% 49 Office AT&T (14500 NE 87th Street) 14500 NE 87th St. Seattle/Puget Sound WA 60,000 Single Tenant Office/Data Center 100.0% 1995 4.4 0.7% 50 Office AT&T (14520 NE 87th Street) 14520 NE 87th St. Seattle/Puget Sound WA 59,800 Single Tenant Office/Data Center 100.0% 1995 4.4 0.7% 51 Office Parallon 6451 126th Ave. North Tampa FL 83,200 Single Tenant Office 100.0% 2013 2.0 0.7% 52 Office Tech Data 19031 Ridgewood Pkwy. San Antonio TX 58,000 Single Tenant Office 100.0% 2014 1.7 0.5% 53 Office Rapiscan Systems 23 Frontage Rd. Boston MA 64,200 Single Tenant Office/Lab 100.0% 2014 4.2 0.4% 54 Office 136 & 204 Capcom 136 & 204 Capcom Raleigh/Durham NC 63,000 Multi Tenant Office/R&D 100.0% 2010 2.9 0.4% 55 Office AT&T (14560 NE 87th Street) 14560 NE 87th St. Seattle/Puget Sound WA 36,000 Single Tenant Office/Data Center 100.0% 1995 4.4 0.4% 56 Office 530 Great Circle Road 530 Great Circle Rd. Nashville TN 100,200 Single Tenant Office/Lab 100.0% 2011 – ⁴ – Total Office Segment 37 Properties 5,958,100 99.8% 2012 8.1 $118,785 Total Industrial & Office Segment 56 Properties 14,959,900 99.9% 2012 7.7 $167,124 Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. Properties sorted by % of Total ABR. (1) Year shown is either the year built or year substantially renovated. (2) Total calculated as a weighted average based on Rentable Square Feet. (3) Total calculated as a weighted average based on ABR. (4) Lease restricts certain disclosures.
34 Detailed Wholly-Owned Portfolio Summary (Cont’d) Notes: Data is for wholly-owned assets as of March 31, 2023 adjusted to reflect property sales through May 31, 2023. Properties sorted by % of Total ABR. (1) Year shown is either the year built or year substantially renovated. (2) Total calculated as a weighted average based on Rentable Square Feet. (3) Total calculated as a weighted average based on ABR. (4) Includes consolidated properties only and excludes the Office Joint Venture and recent dispositions. (5) Lease restricts certain disclosures. # Segment Property / Tenant Name Address Property Market Property State Building Square Feet Tenancy Type Property Sub-Type % Leased ² Year Built / Renovated ¹ ³ Property WALT ³ % of Total ABR 57 Other Office Wyndham Hotels & Resorts 22 Sylvan Way Northern New Jersey NJ 249,400 Single Tenant Office 100.0% 2009 6.4 3.5% 58 Other Office Wood Group (Westgate II) 17320 Katy Freeway Houston TX 186,300 Single Tenant Office 100.0% 2014 1.1 2.2% 59 Other Office Schlumberger 1200 Enclave Pkwy. Houston TX 149,700 Single Tenant Office 98.3% 1999 – ⁵ 1.7% 60 Other Office Level 3 (ParkRidge One) 10475 Park Meadows Dr. Denver CO 166,700 Single Tenant Office 100.0% 1999 – ⁵ 1.6% 61 Other Office Raytheon Technologies 2730 West Tyvola Rd. Charlotte NC 198,900 Single Tenant Office 100.0% 1999 – ⁵ 1.5% 62 Other Industrial Hitachi Energy USA 500 West Hwy. 94 Jefferson City MO 660,000 Single Tenant Manufacturing 100.0% 1972 1.4 1.3% 63 Other Industrial Avnet (Chandler) 6700 West Morelos Place Phoenix AZ 231,500 Single Tenant Industrial/R&D 100.0% 2008 – ⁵ 1.3% 64 Other Office Franklin Center 6841 Benjamin Franklin Dr. Baltimore MD 202,500 Multi Tenant Office 55.4% 2008 3.3 1.3% 65 Other Office KBR 345 Bob Heath Dr. Huntsville AL 120,000 Single Tenant Office 100.0% 2013 0.4 1.0% 66 Other Office 30 Independence 30 Independence Blvd. Northern New Jersey NJ 207,300 Multi Tenant Office 52.0% 2020 7.7 1.0% 67 Other Office Northrop Grumman 4065 Colonel Glenn Hwy. Cincinnati/Dayton OH 99,200 Single Tenant Office 100.0% 2012 1.4 0.8% 68 Other Office MGM Corporate Center (880 Grier Drive) 880 Grier Dr. Las Vegas NV 81,000 Single Tenant Office 100.0% 1988 1.4 0.6% 69 Other Industrial Hitachi Astemo 9296 Intermodal North Court Columbus OH 304,600 Single Tenant Warehouse 100.0% 2014 2.0 0.6% 70 Other Office MGM Corporate Center (840 Grier Drive) 840 Grier Dr. Las Vegas NV 60,500 Single Tenant Office 100.0% 1997 1.4 0.4% 71 Other Office Administrative Office of Pennsylvania Courts 5035 Ritter Rd. Harrisburg PA 56,600 Single Tenant Office/Data Center 100.0% 1988 1.3 0.4% 72 Other Industrial Owens Corning 4535 Enterprise Dr. NW Charlotte NC 61,200 Single Tenant Manufacturing 100.0% 1998 1.8 0.2% 73 Other Office MGM Corporate Center (950 Grier Drive) 950 Grier Dr. Las Vegas NV 26,800 Single Tenant Office 100.0% 1989 1.4 0.1% 74 Other Office Gold Pointe Corp Ctr Bldg C 11971 Foundation Place Sacramento CA 145,900 Vacant Office 3.2% 2002 - – 75 Other Office Quebec Court II 5800 South Quebec Street Denver CO 157,300 Vacant Office - 1980 - – 76 Other Office Crosspoint 20022 North 31st Ave. Phoenix AZ 351,600 Multi Tenant Office 7.8% 2021 – ⁵ – Total Other Segment 20 Properties 3,717,000 78.1% 2004 2.9 $40,6900 #REF! Total Wholly-Owned Portfolio ⁴ 76 Properties 18,676,900 95.6% 2010 6.8 $207,814 Recent Dispositions (2Q23) Office Wood Group (Westgate III) 17325 Park Row Houston TX 226,300 Single Tenant Office 100.0% 2014 10.8 2.6% Other Office Park Meadows Corporate Center II 10002 Park Meadows Drive Denver CO 70,300 Vacant Office - 2000 - – Total ABR as of March 31, 2023 18,973,500 95.3% 2010 6.9 $213,358
35 Definitions Term Definition ABR (“Annualized Base Rent”) “Annualized base rent” or “ABR” means the contractual base rent excluding abatement periods and deducting base year operating expenses for gross and modified gross leases as of March 31, 2023, unless otherwise specified, multiplied by 12 months. For properties in the Company's portfolio that had rent abatement periods as of March 31, 2023, we used the monthly contractual base rent payable following expiration of the abatement. Average Building Age “Average Building Age” is defined as year built or most recent renovation and is weighted based on ABR. EBITDA “EBITDA” is earnings before interest, tax, depreciation and amortization. We use EBITDA as a non-GAAP supplemental performance measure to evaluate the operating performance of the Company. We believe this measure is helpful to investors because it is a direct measure of the actual operating results of our properties. However, because EBITDA is calculated before recurring cash charges, including interest expense and income taxes, and is not adjusted for capital expenditures or other recurring cash requirements of our business, its utility as a measure of our liquidity is limited. Accordingly, EBITDA should not be considered an alternative to cash flow from operating activities (as computed in accordance with GAAP) as a measure of our liquidity or as an alternative to net income, as computed in accordance with GAAP. EBITDA may not be comparable to similarly titled measures of other companies.
36 Definitions (Cont’d) Term Definition EBITDAre “EBITDAre” is defined by The National Association of Real Estate Investment Trusts ("NAREIT") as follows: (a) GAAP Net Income plus (b) interest expense plus (c) income tax expense plus (d) depreciation and amortization plus/minus (e) losses and gains on the disposition of depreciated property, including losses/gains on change of control plus (f) impairment write-downs of depreciated property and of investments in unconsolidated affiliates caused by a decrease in value of depreciated property in the affiliate, plus (g) adjustments to reflect the entity's share of EBITDAre of consolidated affiliates. We use EBITDAre as a non-GAAP supplemental performance measure to evaluate the operating performance of the Company. We believe this measure is helpful to investors because it is a direct measure of the actual operating results of our properties. However, because EBITDAre is calculated before recurring cash charges, including interest expense and income taxes, and is not adjusted for capital expenditures or other recurring cash requirements of our business, its utility as a measure of our liquidity is limited. Accordingly, EBITDAre should not be considered an alternative to cash flow from operating activities (as computed in accordance with GAAP) as a measure of our liquidity or as an alternative to net income, as computed in accordance with GAAP. EBITDAre may not be comparable to similarly titled measures of other companies. Investment Grade (or “IG”) “Investment grade” means an investment grade credit rating from a NRSRO approved by the U.S. Securities and Exchange Commission (e.g., Moody’s Investors Service, Inc., S&P Global Ratings and/or Fitch Ratings Inc.) or a non-NRSRO credit rating (e.g., Bloomberg’s default risk rating) that management believes is generally equivalent to an NRSRO investment grade rating; management can provide no assurance as to the comparability of these ratings methodologies or that any particular rating for a company is indicative of the rating that a single NRSRO would provide in the event that it rated all companies for which the Company provides credit ratings; to the extent such companies are rated only by non-NRSRO ratings providers, such ratings providers may use methodologies that are different and less rigorous than those applied by NRSROs. In the context of Peakstone’s portfolio, references to “investment grade” include, and credit ratings provided by Peakstone may refer to, tenants, guarantors, and non-guarantor parent entities. There can be no assurance that such guarantors or parent entities will satisfy the tenant’s lease obligations, and accordingly, any such credit rating may not be indicative of the creditworthiness of the Company's tenants.
37 Definitions (Cont’d) Term Definition Normalized EBITDAre “Normalized EBITDAre” is a non-GAAP supplemental performance measure to evaluate the operating performance of the Company. Normalized EBITDAre, as defined by the Company, represents EBITDAre (as defined by NAREIT), modified to exclude items such as acquisition-related expenses, employee separation expenses and other items that we believe are not indicative of the performance of our portfolio. Normalized EBITDAre also excludes the Normalized EBITDAre impact of properties sold during the period and extrapolate the operations of acquired properties to estimate a full quarter of ownership (in each case, as if such disposition or acquisition had occurred on the first day of the quarter). We may also exclude the annualizing of other large transaction items such as termination income recognized during the quarter. Management believes these adjustments to reconcile to Normalized EBITDAre provides investors with supplemental performance information that is consistent with the performance models and analysis used by management and provides investors a view of the performance of our portfolio over time. However, because Normalized EBITDAre is calculated before recurring cash charges, including interest expense and income taxes, and is not adjusted for capital expenditures or other recurring cash requirements of our business, its utility as a measure of our liquidity is limited. Therefore, Normalized EBITDAre should not be considered as an alternative to net income, as computed in accordance with GAAP. Normalized EBITDAre may not be comparable to similarly titled measures of other companies.
38 Definitions (Cont’d) Term Definition Normalized EBITDAre (Consolidated) “Normalized EBITDAre (Consolidated)” represents Normalized EBITDAre adjusted to exclude items related to any unconsolidated entities. We calculated Normalized EBITDAre (Consolidated) as follows: Management believes these adjustments to reconcile to Normalized EBITDAre (Consolidated) provides investors a view of the performance of our consolidated portfolio over time. However, because Normalized EBITDAre (Consolidated) is calculated before recurring cash charges, including interest expense and income taxes, and is not adjusted for capital expenditures or other recurring cash requirements of our business, its utility as a measure of our liquidity is limited. Therefore, Normalized EBITDAre (Consolidated) should not be considered as an alternative to net income, as computed in accordance with GAAP. Normalized EBITDAre (Consolidated) may not be comparable to similarly titled measures of other companies. 3/31/2023 12/31/2022 Normalized EBITDAre 58,383$ 57,924$ Adjustment for unconsolidated joint venture (15,452) (12,791) Normalized EBITDAre (Consolidated) $ 42,931 $ 45,133 Note: $ in thousands. For the Quarter Ended
39 Definitions (Cont’d) Term Definition Net Debt “Net Debt” is total consolidated debt less cash and cash equivalents (excluding restricted cash). Net Debt (pro rata share) “Net Debt (pro rata share)” is total consolidated debt plus unconsolidated debt (pro rata share), less cash and cash equivalents (excluding restricted cash). Net Operating Income (NOI), Cash NOI, and Same Store Cash NOI “NOI” is a non-GAAP measure that includes the revenue and expense directly attributable to our real estate properties. NOI is calculated as total revenue from real estate operations less property expenses, which includes operating property expenses, property tax expenses and management fees. Net operating income on a cash basis (“Cash NOI”) is net operating income adjusted to exclude the effect of straight-line rent and amortization of acquired above- and below market lease intangibles adjustments required by GAAP. Net operating income on a cash basis for our Same Store portfolio (“Same Store Cash NOI”) is Cash NOI for properties held for the entirety of all periods presented. We believe that NOI, Cash NOI and Same-Store Cash NOI are helpful to investors as additional measures of operating performance because we believe they help both investors and management to understand the core operations of our properties excluding corporate and financing-related costs and non-cash depreciation and amortization. NOI, Cash NOI and Same Store Cash NOI are unlevered operating performance metrics of our properties and allow for a useful comparison of the operating performance of individual assets or groups of assets. These measures thereby provide an operating perspective not immediately apparent from GAAP income from operations or net income (loss). In addition, NOI, Cash NOI and Same Store Cash NOI are considered by many in the real estate industry to be useful starting points for determining the value of a real estate asset or group of assets. However, because NOI, Cash NOI and Same Store Cash NOI exclude depreciation and amortization and capture neither the changes in the value of our properties that result from use or market conditions, nor the level of capital expenditures and capitalized leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results from operations, the utility of NOI, Cash NOI and Same Store Cash NOI as measures of our performance is limited. Therefore, NOI, Cash NOI and Same Store Cash NOI should not be considered as alternatives to net income, as computed in accordance with GAAP. NOI, Cash NOI and Same Store Cash NOI may not be comparable to similarly titled measures of other companies. WALT “WALT” is weighted average lease term (in years). This is the average remaining lease term for all leases combined, weighted based on Annualized Base Rent.