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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): March 31, 2025

 

Presidio Property Trust, Inc.

(Exact name of registrant as specified in its charter)

 

Maryland   001-34049   33-0841255

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

4995 Murphy Canyon Road, Suite 300

San Diego, California 92123

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (760) 471-8536

 

Not Applicable

(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:

 

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class  

Trading Symbol(s)

  Name of each exchange on which registered
         
Series A Common Stock, $0.01 par value per share   SQFT   The Nasdaq Stock Market LLC
         
9.375% Series D Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share   SQFTP   The Nasdaq Stock Market LLC
         
Series A Common Stock Purchase Warrants to Purchase Shares of Common Stock   SQFTW   The Nasdaq Stock Market LLC

 

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 2.02 Results of Operations and Financial Condition

 

Press Release

 

On March __, 2025, Presidio Property Trust, Inc. (the “Company”) issued a press release announcing its financial results for the year ended December 31, 2024, and made the press release available on its website, www.PresidioPT.com. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

The Company also made available on its website a financial supplement containing financial data of the Company (“Supplemental Financial Information”) for the quarter ended September 30, 2023, and such Supplemental Financial Information is attached hereto as Exhibit 99.2 and is incorporated by reference herein.

 

The information in this Item 2.02 of this Current Report on Form 8-K, including the information contained in the exhibits, shall not be deemed “filed” 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 and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 7.01 Regulation FD Disclosure.

 

The Supplemental Financial Information furnished by the Company and posted to its website as described above under Item 2.02 is hereby incorporated by reference into this Item 7.01.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d)   Exhibits
       
  99.1   Press Release dated March 31, 2025
  99.2   Supplemental Financial Information for the year ended December 31, 2024
  104   Cover Page Interactive Data File (embedded with the inline XBRL document)

 

 

 

 

SIGNATURES

 

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.

 

Date: March 31, 2025 PRESIDIO PROPERTY TRUST, INC.
   
  By: /s/ Ed Bentzen
  Name: Ed Bentzen
  Title: Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

 

Presidio Property Trust, Inc. Announces Earnings for

 

the Year Ended December 31, 2024

 

San Diego, California, March 31, 2025 – Presidio Property Trust, Inc. (Nasdaq: SQFT, SQFTP, SQFTW) (the “Company”), an internally managed, diversified real estate investment trust (“REIT”), today reported earnings for its year ended December 31, 2024.

 

“We are pleased to report our 2024 earnings, continuing the strong rent collections that we have seen over the last few years, resulting in an increase to rental income during the year,” said Jack Heilbron, the Company’s President and Chief Executive Officer. “We were able to refinance two of our commercial properties during the year, as well as acquire 19 model homes.”

 

“During the fourth quarter, we entered into 3 leases with new tenants totaling nearly 23,000 square feet. Our tenant retention activity has been particularly noteworthy, as we successfully renewed 83% of expiring square footage during this same period. Our overall leasing outlook is positive for 2025” said Gary Katz, the Company’s Chief Investment Officer.

 

We are pleased with our 2024 model home activity for both the acquisition and resale segments. So far, the first quarter of 2025 is preforming as we expected. We sold 51 model homes in 2024 for $24.8 million and recorded a gain of approximately $3.4 million. We also remain focused on identifying new acquisition opportunities during 2025,” said Steve Hightower, President of the Model Home Division.

 

The Year Ended December 31, 2024, Financial Results

 

Net loss attributable to the Company’s common stockholders for the year ended December 31, 2024 was approximately $27.9 million, or ($2.25) per basic and diluted share, compared to a net gain of approximately $8.0 million, or ($0.68) per basic and diluted share for the year ended December 31, 2023. The change in net income attributable to the Company’s common stockholders was a result of:

 

  Total revenue were approximately $18.9 million for the year ended December 31, 2024, compared to approximately $17.6 million for the same period in 2023, an increase of approximately $1.3 million or 7.3%. As of December 31, 2024, we had approximately $12.3 million in net real estate assets including 78 model homes, compared to approximately $144.2 million in net real estate assets including 110 model homes at December 31, 2024. The average number of model homes held during the years ended December 31, 2024 and 2023 was 94 and 101, respectively. The change in revenue is directly related to the increase in model home transaction fees during the current period, new commercial real estate leases, mainly at Grand Pacific Center, and the management fees earned from Conduit during the current period, which was terminated in June 2024.
     
  General and administrative (“G&A”) expenses were approximately $7.5 million for the year ended December 31, 2024, compared to approximately $6.8 million for the same period in 2023, representing an increase of approximately $0.7 million or 10.8%. As a percentage of total revenue, our general and administrative costs were approximately 39.8% and 38.5% for the years ended December 31, 2024 and 2023, respectively. G&A expenses increased by approximately $0.5 million mainly related to the 2024 annual meeting and settlement with Zuma Capital and certain individuals and entities affiliated or associated with Zuma Capital Management, LLC (“Zuma Capital”). This included additional consulting fees, higher proxy solicitation fees and legal fees, which increased by an aggregate of approximately $0.6 million in 2024 as compared to 2023. Additionally, employee, ex-officer and board costs, including stock compensation and bonus accruals increased during the year ended December 31, 2024 by approximately $0.5 million as compared to the same period in 2023 related to De-SPAC success bonuses to current and former employees. This was slightly offset by the approximately $0.2 million reduction of D&O insurance related to the SPAC in 2023 that was not consolidated during 2024.

 

 

 

 

  During the year ended December 31, 2024, we recognized a non-cash impairment charge of approximately $2.0 million on goodwill and our real estate assets. Of the $2.0 million impairment for the year, approximately $1.4 million was related to our commercial properties Dakota Center and 300 NP, approximately $0.4 million was related to model homes, and approximately $0.2 million was related to goodwill impairment. The impairment on our commercial property, Dakota Center, was the result of the loan maturing in July and the Company not being able to reach an agreement with the lenders regarding a loan modification or extension. In October, the lender has agreed to a sale of the property to settle the balance of the non-recourse loan. Due to the uncertainties in the Fargo market, we decided to impair the property’s book value, in accordance with ASC 360-10 impairment of long-lived assets and for long-lived assets to be disposed of, to be in line with the current loan balance and estimated closing costs, which is the expected sales price. As such, we recorded an impairment charge of approximately $0.7 million, during September 2024. The impairment on 300 NP, totaling approximately $0.7 million related to changing values in the area and low historical occupancy. This property is not listed for sale and has no debt. The new impairment charges for the model homes reflects the estimated and actual sales prices for these specific model homes that were sold after the end of each quarter. This was the result of an abnormally short hold period, less than two years, on model homes purchased in 2022. The builder changed their product style in the neighborhoods where these model homes are located, in Texas, after we had purchased the homes. We do not believe these losses are indicative of our overall model home portfolio.
     
  During the year ended December 31, 2024, we sold 51 model homes for approximately $24.8 million and the Company recognized a gain of approximately $3.4 million.
     
  Our investments in Conduit’s common stock (2,944,514 shares of CDT) and public common stock warrants (709,000 warrants of CDTTW) and private warrants (540,000) presented on the consolidated balance sheets were measured at fair value and totaled approximately $0.2 million as of December 31, 2024, resulting in a net loss on investment for the year ended December 31, 2024 totaling approximal $17.9 million.
     
  Interest expense, including amortization of deferred finance charges was approximately $6.1 million for the year ended December 31, 2024 compared to approximately $5.0 million for the same period in 2023, an increase of approximately $1.0 million, or 20.9%. The increase in mortgage interest expense relates to the increase our weighted average interest rate increased from 5.18% to 5.63% over the same time period. With the sale of our commercial properties in 2025, we could expect interest expense to decrease until additional financing is acquired in connection with new real estate purchases.

 

FFO (non-GAAP) increase by approximately $2.8 million to approximately $(3.4 million) from $(6.2 million) for the years ended December 31, 2024 and 2023, respectively. A reconciliation of FFO to net income, the most directly comparable GAAP financial measure, is attached to this press release. However, because FFO excludes depreciation and amortization as well as the changes in the value of the Company’s properties that result from use or market conditions, each of which have real economic effects and could materially impact the Company’s results from operations, the utility of FFO as a measure of the Company’s performance is limited.

 

We believe Core FFO (non-GAAP) provides a useful metric in comparing operations between reporting periods and in assessing the sustainability of our ongoing operating performance. Core FFO increased by about $3.2 million, from approximately $(5.2 million) for the year ended December 31, 2023, to approximately $(2.0 million) for the year ended December 31, 2024. A reconciliation of Core FFO to net income, the most directly comparable GAAP financial measure, is attached to this press release.

 

Acquisitions and Dispositions for the year ended December 31, 2024:

 

Acquisitions during the year ended December 31, 2024:

 

We acquired 19 Model Home Properties and leased them back to the homebuilders under triple net leases during the year ended December 31, 2024. The purchase price for these properties was $9.7 million. The purchase price consisted of cash payments of $3.0 million and mortgage notes of $6.7 million.

 

Dispositions during the year ended December 31, 2024:

 

51 model homes for approximately $24.8 million and the Company recognized a gain of approximately $3.4 million.

 

 

 

 

Segment Income during the year ended December 31, 2024:

 

The CODM evaluates the performance of our segments based upon an internal net operating income (“NOI”), which is a non-GAAP supplemental financial measure on a quarterly basis as disclosed in the 10-Qs and 10-Ks. We believe that NOI is a widely accepted measure of comparative operating performance in the real estate community. However, our use of the term NOI may not be comparable to that of other real estate companies as they may have different methodologies for computing this amount. The Company defines NOI for its segments as operating revenues (rental income, tenant reimbursements, parking income, and other operating income, net of provision for bad debt) less rental operating costs (property operating expenses, real estate taxes, insurance, utilities, repairs and maintenance, and asset management fees) excluding interest expense. NOI excludes certain items that are not considered to be controllable in connection with the management of an asset such as non-property income & expenses, depreciation & amortization, real estate acquisition fees & expenses, non-cash impairments and corporate general & administrative expenses. Quarterly the Company reviews and test for non-cash impairments, as required by GAAP, on all our properties ( i.e. Office/Industrial properties, Retail properties, and Model Home segments); however, the CODM does not consider those non-cash impairments with evaluating the segment’s cash operations and NOI.

 

The CODM uses NOI to evaluate and assess each segments’ performance and in deciding how to allocate resources. For Model Home performance the CODM also includes the gain or loss on sale of real estate assets net of any impairments, because they believe that is a major component in the operating success of the segment and part of the business model for Model Homes. The gain on sale of model homes resulted in cash flows to the Company that the CODM can decide on how to allocate to future operations.

 

The following tables compare the Company’s segment activity and NOI and adjusted NOI for Model Home income to its results of operations and financial position as of and for the years ended December 31, 2024 and 2023, respectively. The line items listed in the below NOI tables include the significant expense considered by the CODM for cash allocations on future investments. The Other Non-Segment & Consolidating Items represent corporate activity, the investment in Conduit Pharmaceutical, and other eliminating items for consolidation. The information for Corporate and Other are presented to reconcile back to the consolidated statement of operations, but is not considered a reportable segment. This includes the loss on Conduit marketable securities.

   For the Year Ended December 31, 2024 
                     
   Retail   Office/Industrial   Model Homes   Corporate and Other   Total 
                     
Rental revenue  $1,595,464   $9,778,458   $4,368,169   $   $15,742,091 
Recovery revenue   463,158    2,318,564            2,781,722 
Other operating revenue   62,041    241,530    68,084    29,807    401,462 
Total revenues   2,120,663    12,338,552    4,436,253    29,807    18,925,275 
                          
Rental operating costs   608,667    6,136,564    171,621    (660,775)   6,256,077 
Net Operating Income (NOI)   1,511,996    6,201,988    4,264,632    690,582    12,669,198 
                          
Gain on Sale - Model Homes           3,426,572        3,426,572 
Impairment of Model Homes           (406,374)       (406,374)
                          
Adjusted NOI  $1,511,996   $6,201,988   $7,284,830   $690,582   $15,689,396 

 

 

 

 

Dividends paid during the years ended December 31, 2024 and 2023:

 

The following is a summary of distributions declared per share of our Series A Common Stock and for our Series D Preferred Stock for the years ended December 31, 2024 and 2023.

 

Series A Common Stock

 

Quarter Ended  2024   2023 
   Distributions Declared   Distributions Declared 
March 31  $           —   $0.022 
June 30       0.023 
September 30       0.023 
December 31       0.023 
Total  $   $0.091 

 

Series D Preferred Stock

 

Month  2024   2023 
   Distributions Declared   Distributions Declared 
January  $0.19531   $0.19531 
February   0.19531    0.19531 
March   0.19531    0.19531 
April   0.19531    0.19531 
May   0.19531    0.19531 
June   0.19531    0.19531 
July   0.19531    0.19531 
August   0.19531    0.19531 
September   0.19531    0.19531 
October   0.19531    0.19531 
November   0.19531    0.19531 
December   0.19531    0.19531 
Total  $2.34372   $2.34372 

 

About Presidio Property Trust

 

Presidio is an internally managed, diversified REIT with holdings in model home properties which are triple-net leased to homebuilders, office, industrial, and retail properties. Presidio’s model homes are leased to homebuilders located in Arizona, Illinois, Texas, Wisconsin, and Florida. Our office, industrial and retail properties are located primarily in Colorado, with properties also located in Maryland, North Dakota, Texas, and Southern California. While geographical clustering of real estate enables us to reduce our operating costs through economies of scale by servicing several properties with less staff, it makes us susceptible to changing market conditions in these discrete geographic areas, including those that have developed as a result of COVID-19. Presidio owns approximately 6.5% of the outstanding common stock of Conduit Pharmaceuticals Inc., a disease agnostic multi-asset clinical-stage disease-agnostic life science company providing an efficient model for compound development. For more information on Presidio, please visit the Company’s website at https://www.PresidioPT.com.

 

Definitions

 

Non-GAAP Financial Measures

 

Funds from Operations (“FFO”) – The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders. The Company defines FFO as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.

 

 

 

 

However, because FFO excludes depreciation and amortization as well as the changes in the value of the Company’s properties that result from use or market conditions, each of which have real economic effects and could materially impact the Company’s results from operations, the utility of FFO as a measure of the Company’s performance is limited. In addition, other REITs may not calculate FFO in accordance with the NAREIT definition as the Company does, and, accordingly, the Company’s FFO may not be comparable to other REITs’ FFO. Accordingly, FFO should be considered only as a supplement to net income as a measure of the Company’s performance.

 

Core Funds from Operations (“Core FFO”) – We calculate Core FFO by using FFO as defined by NAREIT and adjusting for certain other non-core items. We exclude from our Core FFO calculation acquisition costs, loss on early extinguishment of debt, changes in the fair value of the earn-out, changes in fair value of contingent consideration, non-cash warrant dividends, other non-recuring expenses, and the amortization of stock-based compensation.

 

We believe Core FFO provides a useful metric in comparing operations between reporting periods and in assessing the sustainability of our ongoing operating performance. Other equity REITs may calculate Core FFO differently or not at all, and, accordingly, the Company’s Core FFO may not be comparable to such other REITs’ Core FFO.

 

Cautionary Note Regarding Forward-Looking Statements

 

This press release contains statements that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and other federal securities laws. Forward-looking statements are statements that are not historical, including statements regarding management’s intentions, beliefs, expectations, representations, plans or predictions of the future, and are typically identified by such words as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may,” “will,” “should” and “could.” Because such statements include risks, uncertainties and contingencies, actual results may differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements also include statements relating to the closing of the business combination with Conduit within a certain timeframe or at all. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Except as required by law, 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. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the “Risk Factors” section of the Company’s documents filed with the SEC, copies of which are available on the SEC’s website, www.sec.gov.

 

Investor Relations Contact:

 

Presidio Property Trust, Inc.
Lowell Hartkorn, Investor Relations
[email protected]
Telephone: (760) 471-8536 x1244

 

 

 

 

Presidio Property Trust, Inc. and Subsidiaries

Consolidated Balance Sheets

 

   December 31,   December 31, 
   2024   2023 
         
ASSETS          
Real estate assets and lease intangibles:          
Land  $15,983,323   $21,660,644 
Buildings and improvements   102,862,977    133,829,416 
Tenant improvements   16,488,066    17,820,948 
Lease intangibles   3,776,654    4,110,139 
Real estate assets and lease intangibles held for investment, cost   139,111,020    177,421,147 
Accumulated depreciation and amortization   (33,700,262)   (38,725,356)
Real estate assets and lease intangibles held for investment, net   105,410,758    138,695,791 
Real estate assets held for sale, net   22,185,742    5,459,993 
Real estate assets, net   127,596,500    144,155,784 
Other assets:          
Cash, cash equivalents and restricted cash   8,036,496    6,510,428 
Deferred leasing costs, net   1,666,135    1,657,055 
Goodwill   1,389,000    1,574,000 
Investment in Conduit Pharmaceuticals marketable securities (see Notes 2 & 9)   206,177    18,318,521 
Deferred tax asset   298,645    346,762 
Other assets, net (see Note 6)   3,376,697    3,400,088 
Total other assets   14,973,150    31,806,854 
TOTAL ASSETS (1)  $142,569,650   $175,962,638 
LIABILITIES AND EQUITY          
Liabilities:          
Mortgage notes payable, net  $80,977,448   $103,685,444 
Mortgage notes payable related to properties held for sale, net   21,116,646    4,027,829 
Mortgage notes payable, total net   102,094,094    107,713,273 
Accounts payable and accrued liabilities   3,290,170    4,770,845 
Accrued real estate taxes   1,972,477    1,953,087 
Dividends payable   194,784    174,011 
Lease liability, net   64,345    16,086 
Below-market leases, net   8,625    13,266 
Total liabilities   107,624,495    114,640,568 
           
Commitments and contingencies (see Note 10)          
Equity:          
Series D Preferred Stock, $0.01 par value per share; 1,000,000 shares authorized; 997,085 shares issued and outstanding (liquidation preference $25.00 per share) as of December 31, 2024 and 890,946 shares issued and outstanding as of December 31, 2023   9,971    8,909 
Series A Common Stock, $0.01 par value per share, shares authorized: 100,000,000; 12,834,317 shares and 12,265,061 shares were issued and outstanding at December 31, 2024 and December 31, 2023, respectively   128,343    122,651 
Additional paid-in capital   185,770,842    182,331,408 
Dividends and accumulated losses   (159,374,010)   (131,508,785)
Total stockholders’ equity before noncontrolling interest   26,535,146    50,954,183 
Noncontrolling interest   8,410,009    10,367,887 
Total equity   34,945,155    61,322,070 
TOTAL LIABILITIES AND EQUITY  $142,569,650   $175,962,638 

 

(1) As of December 31, 2024 and 2023, includes approximately $11.4 million and $18.1 million, respectively, of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities.

 

 

 

 

Presidio Property Trust, Inc. and Subsidiaries

Consolidated Statements of Operations

 

   For the Year Ended December 31, 
   2024   2023 
Revenues:        
Rental income  $18,523,813   $17,392,397 
Fees and other income   401,462    243,217 
Total revenue   18,925,275    17,635,614 
Costs and expenses:          
Rental operating costs   6,256,077    5,962,918 
General and administrative   7,526,675    6,790,432 
Depreciation and amortization   5,515,518    5,425,739 
Impairment of goodwill and real estate assets   1,969,311    3,247,097 
Total costs and expenses   21,267,581    21,426,186 
Other income (expense):          
Interest expense - mortgage notes   (6,050,196)   (5,004,889)
Interest and other income, net   (151,356)   1,435,298 
Gain on sales of real estate, net   3,426,572    3,240,200 
Net loss in Conduit Pharmaceuticals marketable securities (see footnote 9)   (17,925,723)   (23,359,774)
Gain on deconsolidation of SPAC (see footnote 9)       40,321,483 
Income tax (expense) benefit   (60,855)   335,780 
Total other (loss) income, net   (20,761,558)   16,968,098 
Net (loss) income   (23,103,864)   13,177,526 
Less: Income attributable to noncontrolling interests   (2,524,665)   (3,031,080)
Net (loss) income attributable to Presidio Property Trust, Inc. stockholders  $(25,628,529)  $10,146,446 
Less: Preferred Stock Series D dividends   (2,236,696)   (2,118,846)
Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders  $(27,865,225)  $8,027,600 
           
Net (loss) income per share attributable to Presidio Property Trust, Inc. common stockholders:          
Basic & Diluted  $(2.25)  $0.68 
           
Weighted average number of common shares outstanding - basic & dilutive   12,386,594    11,847,814 

 

 

 

 

 

FFO AND CORE FFO RECONCILIATION

 

  

For the Years

Ended December 31,

 
   2024   2023 
Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders  $(27,865,225)  $8,027,600 
Adjustments:          
Income attributable to noncontrolling interests   2,524,665    3,031,081 
Depreciation and amortization   5,515,518    5,425,739 
Amortization of above and below market leases, net   (4,640)   (4,974)
Impairment of real estate assets   1,969,311    3,247,097 
Loss on Conduit marketable securities   17,926,283    21,945,354 
Gain on deconsolidation of SPAC   -    (40,321,483)
Loss (Gain) on sale of real estate assets   (3,426,572)   (3,240,200)
FFO  $(3,360,660)  $(1,889,786)
Stock Based Compensation   1,379,080    989,515 
Core FFO  $(1,981,580)  $(900,271)
           
Weighted average number of common shares outstanding - basic and diluted   12,386,594    11,847,814 
           
Core FFO / Wgt Avg Share  $(0.160)  $(0.076)
           
Quarterly Dividends / Share  $   $0.091 

 

 

 

 

Exhibit 99.2

 

 

 

SUPPLEMENTAL FINANCIAL INFORMATION

 

As of December 31, 2024

 

 

 

 

FORWARD-LOOKING STATEMENTS

 

This presentation contains “forward-looking statements” within the meaning of the federal securities laws that involve risks and uncertainties, many of which are beyond our control. Our actual results could differ materially and adversely from those anticipated in such forward-looking statements as a result of certain factors, including those set forth in the Quarterly Report on Form 10-Q. Forward-looking statements relate to matters such as our industry, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, financial condition, liquidity, capital resources, cash flows, dividends, results of operations and other financial and operating information. When used in this presentation, the words “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “should,” “project,” “plan,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.

 

The forward-looking statements contained in this presentation are based on historical performance and management’s current plans, estimates and expectations in light of information currently available to it and are subject to uncertainty and changes in circumstances. There can be no assurance that future developments affecting us will be those that we have anticipated. Actual results may differ materially from these expectations due to the factors, risks and uncertainties described in the Annual Report on Form 10-K, as filed March 31, 2025 (“Annual Report”) and the Company’s Quarterly Report on Form 10-Q filed with the SEC on the date hereof (“Quarterly Report”), changes in global, regional or local political, economic, business, competitive, market, regulatory and other factors described in the “Risk Factors” section of the Annual Report and the Quarterly Report, many of which are beyond our control. Should one or more of these risks or uncertainties materialize or should any of our assumptions prove to be incorrect, our actual results may vary in material respects from what we may have expressed or implied by these forward-looking statements. We caution that you should not place undue reliance on any of our forward-looking statements. Any forward-looking statement made by us in this presentation speaks only as of the date on which we make it. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by applicable securities laws.

 

 

 

 

COMPANY OVERVIEW

 

 

 
   
Presidio Property Trust, Inc. (“Presidio” or the “Company”) was founded in 1999 as NetREIT
   
Presidio is an internally managed real estate company focused on commercial real estate opportunities in often overlooked and regionally dominant markets
   
The Company acquires, owns, and manages office and industrial real estate assets in markets with strong demographic and economic drivers with attractive going-in cap rates
   
Presidio’s commercial portfolio currently includes 12 commercial properties with a book value of approximately $90.2 million
   
In addition to its commercial real estate holdings, Presidio generates fees and rental income from affiliated entities, which manage and/or own a portfolio of model homes (1)

 

Corporate Information
Headquarters   San Diego, CA
Founded   1999
Key Geographies   CA, CO, MD, ND & TX
Employees   15

 

Portfolio Summary (Number / Square Footage)
Office   8 properties / 608,076 sqft.
Retail   3 properties / 65,242 sqft.
Industrial   1 property / 150,099 sqft.
Model Homes (1)   78 homes / 236,955 sqft

 

Portfolio Value & Debt
Book Value   $127.6 million (2)
Existing Secured Debt   $102.8 million

 

(1) The Company holds partial ownership interests in several entities which own model home properties

 
(2) Includes book value of model homes

 

     

 

 

 

 

COMMERCIAL PORTFOLIO

 

($ in000’s) Property Location   Sq., Ft.   Date Acquired   Year Property Constructed     Purchase Price     Occupancy     Percent Ownership     Mortgage On property  
Office/Industrial Properties:                                                  
Genesis Plaza, San Diego, CA (1)     57,807   08/10     1989     $ 10,000       95.6 %     92.0 %   $ 5,937  
Dakota Center, Fargo, ND (2)     119,554   05/11     1982       9,575       46.1 %     100.0 %     9,197  
Grand Pacific Center, Bismarck, ND (3)     94,943   03/14     1976       5,350       88.6 %     100.0 %     5,471  
Arapahoe Center, Colorado Springs, CO     79,023   12/14     2000       11,850       100.0 %     100.0 %     7,426  
West Fargo Industrial, West Fargo, ND     150,099   08/15     1998/2005     7,900     97.2 %   100.0 %   3,923  
300 N.P., West Fargo, ND     34,517   08/15     1922       3,850       66.4 %     100.0 %     -  
One Park Centre, Westminster CO (5)     69,174   08/15     1983       9,150       85.7 %     100.0 %     6,044  
Shea Center II, Highlands Ranch, CO (6)     121,306   12/15     2000       25,325       64.4 %     100.0 %     16,951  
Baltimore, Baltimore, MD     31,752   12/21     2006       8,892       100.0 %     100.0 %     5,670  
Total Office/Industrial Properties     758,175               $ 91,892       81.0 %           $ 60,619  
                                                   
Retail Properties:                                                  
Union Town Center, Colorado Springs, CO (4)     44,042   12/14     2003       11,212       100.0 %     100.0 %     7,870  
Research Parkway, Colorado Springs, CO (4)     10,700   08/15     2003       2,850       88.8 %     100.0 %     1,589  
Mandolin, Houston, TX (7)     10,500   08/21     2021       4,892       100.0 %     61.3 %     3,573  
Total Retail Properties     65,242               $ 18,954       86.2 %           $ 13,032  

 

(1) Genesis Plaza is owned by two tenants-in-common, NetREIT Genesis and NetREIT Genessis II, each of which own 57% and 43%, respectively, and we beneficially own an aggregate of 92.0%, based on our ownership of each entity. We have 100% ownership of NetREIT Genesis and 81.5% ownership of NetREIT Genesis II, and we have control of both entities. During July 2024, the Company completed a minority ownership conversion option as result of a death in a noncontrolling trust within NetREIT Genesis II. The Company issued the trust 78,215 shares of SQFT Series A Common Stock in exchange for their 36.4% ownership in NetREIT Genesis II, as per the original exchange agreement.
(2) The non-recourse loan on the Dakota Center property matured on July 6, 2024. During October 2024, management has agreed with the lender to sell the property to settle the loan balance. Due to the uncertainties in the Fargo market, we have impaired the property’s book value and recorded an impairment charge of approximately $0.7 million as of September 30, 2024. During December 2024, the lender had agreed on the broker the Company would use to sell the property to settle the non-recourse debt. As of December 31, 2024, the property was included in the real estate assets held for sale, net on the consolidated balance sheet. Any purchase offers will be subject to lender approval.
(3) Grand Pacific Center, Bismarck, ND, was removed from held-for-sale after signing a major lease with KLJ Engineering on December 7, 2022 for approximately 33,296 usable square feet, a term of 122 months, and starting annualized rent of $532,736. KLJ Engineering moved into the building during December 2023, with rent that commenced on February 28, 2024.
(4) As of September 30, 2024, Union Town Center and Research Parkway have been listed for sale, and included in the real estate assets held for sale, net on the consolidated balance sheet as of December 31, 2024. The sale of UTC and Research Parkway took place in February 2025, to a single buyer for a combined sales price of $16.95 million, and the Company recorded a combined gain of approximately $4.3 million.
(5) During the year ended December 31, 2023, we recorded a $2.0 million impairment charge for One Park Center that reflects management’s revised estimate of the fair market value based on sales comparable of like properties in the same geographical area as well as an evaluation of future cash flows or an executed purchase sale agreement. No additional impairment was deemed necessary during the year ended December 31, 2024.
(6) On December 31, 2022, the lease for our largest tenant, Halliburton, expired. Halliburton was located in our Shea Center II property in Colorado, and made up approximately $536,080 of our annual base rent. Halliburton did not renew the lease and we placed approximately $1.1 million in a reserve account with our lender to cover future mortgage payments, if necessary, none of which has been used as of December 31, 2023. Our management team is working to fill the 45,535 square foot space and has leased approximately 54% of the space as of February 2025 and has reviewed various proposals for the remaining 46%.
(7) A portion of the proceeds from the sale of Highland Court were used in like-kind exchange transactions pursued under Section 1031 of the Code for the acquisition of our Mandolin property. Mandolin is owned by NetREIT Palm Self-Storage LP, through its wholly owned subsidiary NetREIT Highland LLC, and the Company is the sole general partner and owns 61.3% of NetREIT Palm Self-Storage LP.

 

 

 

 

MODEL HOMES PORTFOLIO

 

State  No. of Properties   Aggregate Square Feet   Approximate % of Square Feet   Current Base Annual Rent   Approximate % of Aggregate Annual Rent 
Arizona   2    6,822    2.9%  $149,196    4.4%
Florida   3    8,199    3.4%   136,812    4.1%
Texas   73    221,934    93.7%   3,086,580    91.5%
Total   78    236,955    100.0%  $3,372,588    100.0%

 

 

 

 

CONSOLIDATED BALANCE SHEET

 

Presidio Property Trust, Inc. and Subsidiaries

Consolidated Balance Sheets

 

   December 31,   December 31, 
   2024   2023 
         
ASSETS          
Real estate assets and lease intangibles:          
Land  $15,983,323   $21,660,644 
Buildings and improvements   102,862,977    133,829,416 
Tenant improvements   16,488,066    17,820,948 
Lease intangibles   3,776,654    4,110,139 
Real estate assets and lease intangibles held for investment, cost   139,111,020    177,421,147 
Accumulated depreciation and amortization   (33,700,262)   (38,725,356)
Real estate assets and lease intangibles held for investment, net   105,410,758    138,695,791 
Real estate assets held for sale, net   22,185,742    5,459,993 
Real estate assets, net   127,596,500    144,155,784 
Other assets:          
Cash, cash equivalents and restricted cash   8,036,496    6,510,428 
Deferred leasing costs, net   1,666,135    1,657,055 
Goodwill   1,389,000    1,574,000 
Investment in Conduit Pharmaceuticals marketable securities (see Notes 2 & 9)   206,177    18,318,521 
Deferred tax asset   298,645    346,762 
Other assets, net (see Note 6)   3,376,697    3,400,088 
Total other assets   14,973,150    31,806,854 
TOTAL ASSETS (1)  $142,569,650   $175,962,638 
LIABILITIES AND EQUITY          
Liabilities:          
Mortgage notes payable, net  $80,977,448   $103,685,444 
Mortgage notes payable related to properties held for sale, net   21,116,646    4,027,829 
Mortgage notes payable, total net   102,094,094    107,713,273 
Accounts payable and accrued liabilities   3,290,170    4,770,845 
Accrued real estate taxes   1,972,477    1,953,087 
Dividends payable   194,784    174,011 
Lease liability, net   64,345    16,086 
Below-market leases, net   8,625    13,266 
Total liabilities   107,624,495    114,640,568 
           
Commitments and contingencies (see Note 10)          
Equity:          
Series D Preferred Stock, $0.01 par value per share; 1,000,000 shares authorized; 997,085 shares issued and outstanding (liquidation preference $25.00 per share) as of December 31, 2024 and 890,946 shares issued and outstanding as of December 31, 2023   9,971    8,909 
Series A Common Stock, $0.01 par value per share, shares authorized: 100,000,000; 12,834,317 shares and 12,265,061 shares were issued and outstanding at December 31, 2024 and December 31, 2023, respectively   128,343    122,651 
Additional paid-in capital   185,770,842    182,331,408 
Dividends and accumulated losses   (159,374,010)   (131,508,785)
Total stockholders’ equity before noncontrolling interest   26,535,146    50,954,183 
Noncontrolling interest   8,410,009    10,367,887 
Total equity   34,945,155    61,322,070 
TOTAL LIABILITIES AND EQUITY  $142,569,650   $175,962,638 

 

(1) As of December 31, 2024 and 2023, includes approximately $11.4 million and $18.1 million, respectively, of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities.

 

 

 

 

CONSOLIDATED STATEMENT OF OPERATIONS

 

Presidio Property Trust, Inc. and Subsidiaries

Consolidated Statements of Operations

 

   For the Year Ended December 31, 
   2024   2023 
Revenues:        
Rental income  $18,523,813   $17,392,397 
Fees and other income   401,462    243,217 
Total revenue   18,925,275    17,635,614 
Costs and expenses:          
Rental operating costs   6,256,077    5,962,918 
General and administrative   7,526,675    6,790,432 
Depreciation and amortization   5,515,518    5,425,739 
Impairment of goodwill and real estate assets   1,969,311    3,247,097 
Total costs and expenses   21,267,581    21,426,186 
Other income (expense):          
Interest expense - mortgage notes   (6,050,196)   (5,004,889)
Interest and other income, net   (151,356)   1,435,298 
Gain on sales of real estate, net   3,426,572    3,240,200 
Net loss in Conduit Pharmaceuticals marketable securities (see footnote 9)   (17,925,723)   (23,359,774)
Gain on deconsolidation of SPAC (see footnote 9)       40,321,483 
Income tax (expense) benefit   (60,855)   335,780 
Total other (loss) income, net   (20,761,558)   16,968,098 
Net (loss) income   (23,103,864)   13,177,526 
Less: Income attributable to noncontrolling interests   (2,524,665)   (3,031,080)
Net (loss) income attributable to Presidio Property Trust, Inc. stockholders  $(25,628,529)  $10,146,446 
Less: Preferred Stock Series D dividends   (2,236,696)   (2,118,846)
Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders  $(27,865,225)  $8,027,600 
           
Net (loss) income per share attributable to Presidio Property Trust, Inc. common stockholders:          
Basic & Diluted  $(2.25)  $0.68 
           
Weighted average number of common shares outstanding - basic & dilutive   12,386,594    11,847,814 

 

 

 

 

 
 CONSOLIDATED STATEMENT OF CASH FLOWS

 

Presidio Property Trust, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

 

   For the Year Ended December 31, 
   2024   2023 
Cash flows from operating activities:          
Net (loss) income  $(23,103,864)   13,177,526 
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:          
Depreciation and amortization   5,515,518    5,425,739 
Stock compensation   1,379,080    989,515 
Bad debt expense       28,880 
Gain on sale of real estate assets, net   (3,426,572)   (3,240,200)
Gain on deconsolidation of SPAC investment       (40,321,483)
Employee Bonuses paid with CDT stock   172,421     
Net loss in Conduit Pharmaceuticals fair value marketable securities   17,925,723    23,359,774 
Net loss (gain) in fair value marketable securities   560    (204,878)
Net change in fair value SPAC Trust Account       (1,209,542)
Impairment of goodwill and real estate assets   1,969,311    3,247,097 
Amortization of financing costs   351,291    345,880 
Amortization of below-market leases   (4,641)   (4,974)
Amortization of deferred leasing costs   7,744    7,744 
Straight-line rent adjustment   (152,722)   (332,055)
Changes in operating assets and liabilities:          
Other assets   82,575    (211,023)
Deferred tax asset   48,117    (346,762)
Accounts payable and accrued liabilities   (1,511,991)   11,546 
Accounts payable and accrued liabilities for the SPAC       652,577 
Accrued real estate taxes   19,390    73,212 
Net cash (used in) provided by operating activities   (728,060)   1,448,573 
Cash flows from investing activities:          
Real estate acquisitions   (9,729,351)   (21,909,963)
Additions to buildings and tenant improvements   (2,273,726)   (6,367,549)
Investment in marketable securities   (2,362)   (2,161,724)
Proceeds from sale of marketable securities   105,206    2,974,910 
Investment of SPAC IPO proceeds into Trust Account       (624,998)
Withdrawals from Trust Account for SPAC taxes       832,480 
Withdrawals from Trust Account for Redemption of SPAC Shares       137,157,011 
Proceeds from sales of real estate, net   24,767,052    10,698,386 
Net cash provided by investing activities   12,866,819    120,598,553 
Cash flows from financing activities:          
Proceeds from mortgage notes payable, net of issuance costs   22,272,291    20,804,277 
Payment of debt issuance costs   (335,724)   (246,557)
Repayment of mortgage notes payable   (27,897,127)   (10,089,026)
Payment of deferred offering costs       (5,000)
Distributions to noncontrolling interests   (3,629,964)   (4,201,639)
Contributions from noncontrolling interests   200,000    2,525,000 
Redemption of SPAC shares       (137,157,011)
Issuance of Series D Preferred Stock, net of offering costs   1,195,855     
Repurchase of Series A Common Stock, at cost   (140,416)    
Repurchase of Series D Preferred Stock, at cost   (40,910)   (369,986)
Dividends paid to Series D Preferred Stockholders   (2,236,696)   (2,118,846)
Dividends paid to Series A Common Stockholders       (1,194,635)
Net cash (used in) financing activities   (10,612,691)   (132,053,423)
Net (decrease) increase in cash equivalents and restricted cash   1,526,068    (10,006,297)
Cash, cash equivalents and restricted cash - beginning of period   6,510,428    16,516,725 
Cash, cash equivalents and restricted cash - end of period  $8,036,496   $6,510,428 

 

 

 

 

Presidio Property Trust, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(Continued)

 

   For the Year Ended December 31, 
   2024   2023 
Supplemental disclosure of cash flow information:        
Interest paid-mortgage notes payable  $5,371,017   $4,962,458 
Income taxes paid  $46,511   $533,340 
Non-cash investing activities:          
Private warrants from Conduit Pharmaceuticals  $642,600   $ 
Non-cash financing activities:          
Unpaid building and tenant improvements  $207,847   $295,567 
Dividends payable - Preferred Stock Series D  $194,784   $174,011 

 

 

 

 

EBITDAre RECONCILIATION

 

  

For the Year

Ended December 31,

 
   2024   2023 
Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders  $(27,865,225)  $8,027,600 
Adjustments          
Interest Expense   6,050,195    5,004,889 
Depreciation and Amortization   5,510,877    5,420,765 
Asset Impairment   1,969,311    3,247,097 
Net loss (gain) on sale of real estate   (3,426,572)   (3,240,200)
Net change in Conduit marketable securities   17,926,283    21,945,354 
Gain on deconsolidation of SPAC       (40,321,483)
Income Taxes   60,855    (335,780)
           
EBITDAre  $225,724   $(251,757)

 

 

 

 

FFO AND CORE FFO RECONCILIATION

 

  

For the Years

Ended December 31,

 
   2024   2023 
Net (loss) income attributable to Presidio Property Trust, Inc. common stockholders  $(27,865,225)  $8,027,600 
Adjustments:          
Income attributable to noncontrolling interests   2,524,665    3,031,081 
Depreciation and amortization   5,515,518    5,425,739 
Amortization of above and below market leases, net   (4,640)   (4,974)
Impairment of real estate assets   1,969,311    3,247,097 
Loss on Conduit marketable securities   17,926,283    21,945,354 
Gain on deconsolidation of SPAC   -    (40,321,483)
Loss (Gain) on sale of real estate assets   (3,426,572)   (3,240,200)
FFO  $(3,360,660)  $(1,889,786)
Stock Based Compensation   1,379,080    989,515 
Core FFO  $(1,981,580)  $(900,271)
           
Weighted average number of common shares outstanding - basic and diluted   12,386,594    11,847,814 
           
Core FFO / Wgt Avg Share  $(0.160)  $(0.076)
           
Quarterly Dividends / Share  $   $0.091 

 

 

 

 

SEGMENT DATA

 

The following tables compare the Company’s segment activity and NOI and adjusted NOI for Model Home income to its results of operations and financial position as of and for the years ended December 31, 2024 and 2023, respectively. The information for Corporate and Other are presented to reconcile back to the consolidated statement of operations, but is not considered a reportable segment.

 

   For the Year Ended December 31, 2024 
           Model   Corporate     
   Retail   Office/Industrial   Homes   and Other   Total 
                     
Rental revenue  $1,595,464   $9,778,458   $4,368,169   $   $15,742,091 
Recovery revenue   463,158    2,318,564            2,781,722 
Other operating revenue   62,041    241,530    68,084    29,807    401,462 
Total revenues   2,120,663    12,338,552    4,436,253    29,807    18,925,275 
                          
Rental operating costs   608,667    6,136,564    171,621    (660,775)   6,256,077 
Net Operating Income (NOI)   1,511,996    6,201,988    4,264,632    690,582    12,669,198 
                          
Gain on Sale - Model Homes           3,426,572        3,426,572 
Impairment of Model Homes           (406,374)       (406,374)
                          
Adjusted NOI  $1,511,996   $6,201,988   $7,284,830   $690,582   $15,689,396 

 

   For the Year Ended December 31, 2023 
   Retail   Office/Industrial   Model Homes   Corporate and Other   Total 
                     
Rental revenue  $1,488,167   $9,000,917   $4,142,765   $   $14,631,849 
Recovery revenue   393,612    2,366,936            2,760,548 
Other operating revenue   2,551    207,102    (10,636)   44,200    243,217 
Total revenues   1,884,330    11,574,955    4,132,129    44,200    17,635,614 
                          
Rental operating costs   537,389    5,901,042    156,493    (632,006)   5,962,918 
Net Operating Income (NOI)   1,346,941    5,673,913    3,975,636    676,206    11,672,696 
                          
Gain on Sale - Model Home           3,240,200        3,240,200 
Impairment of Model Homes           (431,984)       (431,984)
                          
Adjusted NOI  $1,346,941   $5,673,913   $6,783,852   $676,206   $14,480,912 

 

 

 

 

   December 31,   December 31, 
Assets by Reportable Segment:  2024   2023 
Office/Industrial Properties:          
Land, buildings and improvements, net (1)  $74,425,180   $77,472,724 
Total assets (2)  $76,292,662   $78,140,372 
Model Home Properties:          
Land, buildings and improvements, net (1)  $37,416,000   $50,790,147 
Total assets (2)  $38,166,964   $51,456,292 
Retail Properties:          
Land, buildings and improvements, net (1)  $15,743,789   $15,877,190 
Total assets (2)  $16,673,605   $16,539,399 
Reconciliation to Total Assets:          
Total assets for reportable segments  $131,133,231   $146,136,063 
Corporate and other assets:          
Cash, cash equivalents and restricted cash   564,922    277,143 
Other assets, net   10,871,497    29,549,432 
Total Assets  $142,569,650   $175,962,638 

 

(1) Includes lease intangibles and the land purchase option related to property acquisitions.

 

(2) Includes land, buildings and improvements, cash, cash equivalents, and restricted cash, current receivables, deferred rent receivables and deferred leasing costs and other related intangible assets, all shown on a net basis.

 

 

 

 

DEFINITIONS – NON-GAAP MEASUREMENTS

 

EBITDAre - EBITDAre is defined by NAREIT as earnings before interest, taxes, depreciation, and amortization, gain or loss on disposal of depreciated assets, and impairment write-offs.

 

Funds from Operations (FFO) – The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders. The Company defines FFO, a non-GAAP measure, as net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, hedge ineffectiveness, acquisition costs of newly acquired properties that are not capitalized and lease acquisition costs that are not capitalized plus depreciation and amortization, including amortization of acquired above and below market lease intangibles and impairment charges on properties or investments in non-consolidated REITs, and after adjustments to exclude equity in income or losses from, and, to include the proportionate share of FFO from, non-consolidated REITs.

 

However, because FFO excludes depreciation and amortization as well as the changes in the value of the Company’s properties that result from use or market conditions, each of which have real economic effects and could materially impact the Company’s results from operations, the utility of FFO as a measure of the Company’s performance is limited. In addition, other REITs may not calculate FFO in accordance with the NAREIT definition as the Company does, and, accordingly, the Company’s FFO may not be comparable to other REITs’ FFO. Accordingly, FFO should be considered only as a supplement to net income as a measure of the Company’s performance.

 

Core Funds from Operations (Core FFO) – We calculate Core FFO by using FFO as defined by NAREIT and adjusting for certain other non-core items. We exclude from our Core FFO calculation acquisition costs, loss on early extinguishment of debt, changes in the fair value of the earn-out, changes in fair value of contingent consideration, non-cash warrant dividends, other non-recuring expenses, and the amortization of stock-based compensation.

 

We believe Core FFO provides a useful metric in comparing operations between reporting periods and in assessing the sustainability of our ongoing operating performance. Other equity REITs may calculate Core FFO differently or not at all, and, accordingly, the Company’s Core FFO may not be comparable to such other REITs’ Core FFO.