Exhibit 99.1
Filed by W. P. Carey Inc.
pursuant to Rule 425 under the Securities Act of 1933, as amended,
and deemed filed pursuant to Rule 14a-6 under the
Securities Exchange Act of 1934, as amended
Subject Company: Corporate Property Associates 18 – Global Incorporated
Commission File No.: 000-54970
FOR IMMEDIATE RELEASE
Institutional Investors:
Peter Sands
1 (212) 492-1110
Individual Investors:
W. P. Carey Inc.
1 (212) 492-8920
Press Contact:
Anna McGrath
1 (212) 492-1166
W. P. Carey Inc. Announces Second Quarter 2022 Financial Results
New York, NY – July 29, 2022 – W. P. Carey Inc. (NYSE: WPC) (W. P. Carey or the Company), a net lease real estate investment trust, today reported its financial results for the second quarter ended June 30, 2022.
Financial Highlights
| | | | | | | |
| 2022 Second Quarter | | |
| Net income attributable to W. P. Carey (millions) | $127.7 | | | |
| Diluted earnings per share | $0.66 | | | |
| Net income from Real Estate attributable to W. P. Carey (millions) | $123.2 | | | |
| Diluted earnings per share from Real Estate | $0.64 | | | |
| | | |
| AFFO (millions) | $254.4 | | | |
| AFFO per diluted share | $1.31 | | | |
| Real Estate segment AFFO (millions) | $247.2 | | | |
| Real Estate segment AFFO per diluted share | $1.27 | | | |
•2022 AFFO guidance range raised and narrowed to between $5.22 and $5.30 per diluted share, including Real Estate AFFO with a guidance range of between $5.13 and $5.21 per diluted share based on full-year investment volume raised to between $1.75 billion and $2.25 billion, and closing of the proposed merger with CPA®:18 on August 1, 2022
•Quarterly cash dividend raised to $1.059 per share, equivalent to an annualized dividend rate of $4.236 per share
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 1
Real Estate Portfolio
•Investment volume of $1.1 billion completed year to date, including $477.8 million during the second quarter and $307.6 million subsequent to quarter end
•Active capital investments and commitments of $97.4 million and construction loan funding of $37.7 million scheduled to be completed in the remainder of 2022
•Gross disposition proceeds of $92.7 million during the second quarter, bringing total dispositions for the first half of 2022 to $119.4 million
Balance Sheet and Capitalization
•Utilized ATM program to raise approximately $218 million in net proceeds year to date, including $39 million during the second quarter
•Approximately $586 million in anticipated net proceeds currently available for settlement pursuant to forward sale agreements, including approximately $301 million pursuant to forward sale agreements sold through the Company’s ATM program during the second quarter
•As previously announced, exercised the accordion feature on the Company’s Senior Unsecured Credit Facility during the second quarter
MANAGEMENT COMMENTARY
“We continue to perform well on a number of fronts, with same store rent growth reaching a new high and increased expectations for the investment volume we can achieve this year,” said Jason Fox, Chief Executive Officer of W. P. Carey. “And the outperformance of our stock has enabled us to enter into additional equity forwards at prices that partly offset the impact of higher interest rates on our investment spreads.
“With ample liquidity and cap rates moving higher, we’re confident in our ability to continue successfully navigating a dynamic market backdrop during the latter half of the year. We’re also on track to close our merger with CPA:18 on August 1, and expect to be to the high end of our original accretion estimates — which, along with our performance year to date, is reflected in our raised full-year AFFO guidance.
“Lastly, amid an uncertain economic outlook, we believe we remain uniquely positioned within net lease, given the inflation protection inherent in our portfolio and the proven stability of its cash flows.”
QUARTERLY FINANCIAL RESULTS
Revenues
•Total Company: Revenues, including reimbursable costs, for the 2022 second quarter totaled $344.4 million, up 7.7% from $319.7 million for the 2021 second quarter.
•Real Estate: Real Estate revenues, including reimbursable costs, for the 2022 second quarter were $339.8 million, up 7.9% from $314.8 million for the 2021 second quarter, due primarily to higher lease revenues resulting from net acquisitions and rent escalations, partly offset by the impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro.
Note: Starting with the 2021 fourth quarter, income from direct financing leases and loans receivable are presented on a separate line item on the consolidated statements of income (for both current and prior year periods). Prior to the 2021 fourth quarter, the Company presented income from direct financing leases within lease revenues and income from loans receivable within lease termination income and other.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 2
Net Income Attributable to W. P. Carey
•Net income attributable to W. P. Carey for the 2022 second quarter was $127.7 million, up 6.2% from $120.2 million for the 2021 second quarter. Net income from Real Estate attributable to W. P. Carey was $123.2 million, which increased due primarily to a non-cash mark-to-market gain of $15.4 million recognized on our investment in common stock of Watermark Lodging Trust (WLT), a higher aggregate gain on sale of real estate and the impact of net acquisitions and rent escalations, partly offset by the net impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro, and impairment charges recognized during the current year period.
Adjusted Funds from Operations (AFFO)
•AFFO for the 2022 second quarter was $1.31 per diluted share, up 3.1% from $1.27 per diluted share for the 2021 second quarter, driven by the company’s Real Estate segment, which generated AFFO of $1.27 per diluted share, primarily reflecting higher lease revenues resulting from net investment activity and rent escalations. These increases were partly offset by the net impact of a stronger U.S. dollar relative to foreign currencies, primarily the euro, and accrued dividends received during the prior year period on preferred shares of WLT, which were redeemed in the 2022 first quarter.
Note: Further information concerning AFFO and Real Estate AFFO, which are both non-GAAP supplemental performance metrics, is presented in the accompanying tables and related notes.
Dividend
•As previously announced, on June 16, 2022, the Company’s Board of Directors declared a quarterly cash dividend of $1.059 per share, equivalent to an annualized dividend rate of $4.236 per share. The dividend was paid on July 15, 2022 to stockholders of record as of June 30, 2022.
AFFO GUIDANCE
•For the 2022 full year, the Company has raised and narrowed its guidance for total AFFO to between $5.22 and $5.30 per diluted share, including Real Estate AFFO with a guidance range of between $5.13 and $5.21 per diluted share, based on the following key assumptions:
(i) investments for the Company's Real Estate portfolio of between $1.75 billion and $2.25 billion, which has been revised higher;
(ii) dispositions from the Company's Real Estate portfolio of between $250 million and $350 million, which is unchanged;
(iii) total general and administrative expenses of between $88 million and $91 million, which has been revised higher; and
(iv) includes the expected impact of the Company’s proposed merger with CPA:18
Note: The Company does not provide guidance on net income. The Company only provides guidance on total AFFO (and Real Estate AFFO) and does not provide a reconciliation of this forward-looking non-GAAP guidance to net income due to the inherent difficulty in quantifying certain items necessary to provide such reconciliation as a result of their unknown effect, timing and potential significance. Examples of such items include impairments of assets, gains and losses from sales of assets, and depreciation and amortization from new acquisitions.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 3
REAL ESTATE
Investments
•Year to date, the Company has completed investments totaling $1.1 billion, including $477.8 million during the 2022 second quarter and $307.6 million subsequent to quarter end, comprising sale-leasebacks totaling $281.9 million and the completion of a $25.7 million capital investment.
•Currently, the Company has four capital investments and commitments totaling $97.4 million and construction loan funding of $37.7 million, scheduled to be completed during the remainder of 2022, for an aggregate total of $135.1 million.
Dispositions
•During the 2022 second quarter, the Company disposed of eight properties for gross proceeds of $92.7 million, bringing total disposition proceeds for the six months ended June 30, 2022 to $119.4 million.
COVID-19 Update on Rent Collections
•The Company received over 99.6% of contractual base rent that was due in the 2022 second quarter.
Composition
•As of June 30, 2022, the Company’s net lease portfolio consisted of 1,357 properties, comprising 161 million square feet leased to 356 tenants, with a weighted-average lease term of 11.0 years and an occupancy rate of 99.1%. In addition, the Company owned 19 self-storage operating properties and one hotel operating property, totaling approximately 1.4 million square feet.
BALANCE SHEET AND CAPITALIZATION
“At-The-Market” (ATM) Program
•During the 2022 second quarter, the Company issued 491,068 shares of common stock under its ATM program at a weighted-average price of $81.70 per share, for net proceeds of $39 million.
•This activity brought issuances under the Company’s ATM program during the six months ended June 30, 2022 to 2,740,295 shares of common stock at a weighted-average price of $80.79 per share, for net proceeds of approximately $218 million.
Forward Equity
•During the 2022 second quarter, the Company used forward sale agreements under its ATM program to sell 3,674,187 shares of common stock at a weighted-average gross price of $83.98 per share, all of which remain available for settlement, for anticipated net proceeds of approximately $301 million.
•As of June 30, 2022, the Company continued to have 3,925,000 shares available for settlement pursuant to forward sale agreements previously entered into, for anticipated net proceeds of approximately $285 million.
Increase in Capacity of Senior Unsecured Credit Facility
•As previously announced, during the 2022 second quarter, the Company entered into a Second Amendment to its Credit Agreement, exercising a portion of the Accordion Feature on its Senior Unsecured Credit Facility to increase (i) the amount outstanding on its Term Loan by £120 million to £270 million (approximately $350 million USD equivalent) and (ii) the amount outstanding on its Delayed Draw Term Loan by €118.5 million to €215 million (approximately $230 million USD equivalent), thereby increasing the total capacity of the Senior Unsecured Credit Facility from approximately $2.1 billion to approximately $2.4 billion.
•The Company used the proceeds from this increase in capacity to partially repay amounts outstanding under its Unsecured Revolving Credit Facility. There were no other changes to the terms of the Credit Agreement.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 4
Green Bond Allocation Report
•Since quarter end, on July 27, 2022, the Company published an allocation report regarding the $350 million of green bonds it issued in October 2021, reporting that proceeds were 100% allocated to eligible green projects and entirely to properties with either BREEAM “Very Good” or LEED “Gold” ratings, or better.
PROPOSED MERGER WITH CPA:18
•As previously announced, on July 26, 2022, the Company’s proposed merger with CPA:18 was approved by the stockholders of CPA:18, in a transaction initially estimated to be valued at approximately $2.7 billion and expected to add approximately $2.0 billion of assets after proposed asset sales, the substantial majority of which have been completed.
•The Company currently expects the proposed merger to close on August 1, 2022.
* * * * *
Supplemental Information
The Company has provided supplemental unaudited financial and operating information regarding the 2022 second quarter and certain prior quarters, including a description of non-GAAP financial measures and reconciliations to GAAP measures, in a Current Report on Form 8-K filed with the Securities and Exchange Commission (SEC) on July 29, 2022, and made available on the Company’s website at ir.wpcarey.com/investor-relations.
* * * * *
Live Conference Call and Audio Webcast Scheduled for 10:00 a.m. Eastern Time
Please dial in at least 10 minutes prior to the start time.
Date/Time: Friday, July 29, 2022 at 10:00 a.m. Eastern Time
Call-in Number: 1 (877) 465-1289 (U.S.) or +1 (201) 689-8762 (international)
Live Audio Webcast and Replay: www.wpcarey.com/earnings
* * * * *
W. P. Carey Inc.
W. P. Carey ranks among the largest net lease REITs with an enterprise value of approximately $23 billion and a diversified portfolio of operationally critical commercial real estate that includes 1,357 net lease properties covering approximately 161 million square feet as of June 30, 2022. For nearly five decades, the company has invested in high-quality single-tenant industrial, warehouse, office, retail and self-storage properties subject to long-term net leases with built-in rent escalators. Its portfolio is located primarily in the U.S. and Northern and Western Europe and is well-diversified by tenant, property type, geographic location and tenant industry.
www.wpcarey.com
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W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 5
Cautionary Statement Concerning Forward-Looking Statements and COVID-19 Update on Rent Collections
Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding the intent, belief or expectations of the Company and can be identified by the use of words such as “may,” “will,” “should,” “would,” “will be,” “goals,” “believe,” “project,” “expect,” “anticipate,” “intend,” “estimate” “opportunities,” “possibility,” “strategy,” “maintain” or the negative version of these words and other comparable terms. These forward-looking statements include, but are not limited to, statements regarding: the statements made by Mr. Jason Fox regarding our investment volume and the potential benefits of an inflationary environment and any other comments made by representatives of WPC; the anticipated benefits of the proposed merger with CPA:18; our ability to close the proposed merger; the impact of the proposed merger on our earnings and on our credit profile; the strategic rationale and transaction benefits; and other statements that are not historical facts.
These statements are based on the current expectations of our management, and it is important to note that our actual results could be materially different from those projected in such forward-looking statements. There are a number of factors that could have material adverse effects on our future results, performance or achievements and cause our actual results to differ materially from the forward-looking statements. These factors include, but are not limited to, the timing of consummation of the proposed merger, the ability to achieve anticipated benefits and savings, risks related to the potential disruption of management’s attention due to the pending merger, operating results and businesses generally, the outcome of any legal proceedings related to the proposed merger and the general risks associated with the respective businesses of W. P. Carey and CPA:18 including the general volatility of the capital markets, terms and employment of capital, the volatility of W. P. Carey’s share price, changes in the real estate investment trust industry, interest rates or general economy, potential adverse effects or changes to the relationships with W. P. Carey or CPA:18 tenants, employees, service providers or other parties resulting from the announcement or completion of the proposed merger, unpredictability and severity of catastrophic events, including but not limited to the risks related to the effects of pandemics and global outbreaks of contagious diseases (such as the current COVID-19 pandemic) and domestic or geopolitical crises, such as terrorism, military conflict (including the ongoing conflict between Russia and Ukraine and the global response to it), war or the perception that hostilities may be imminent, political instability or civil unrest, or other conflict. Discussions of some of these other important factors and assumptions are contained in W. P. Carey’s filings with the SEC and are available at the SEC’s website at http://www.sec.gov, including Part I, Item 1A. Risk Factors in W. P. Carey’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and Part II, Item 1A. Risk Factors in W. P. Carey’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication, unless noted otherwise. Except as required under the federal securities laws and the rules and regulations of the SEC, W. P. Carey does not undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after the date of this communication or to reflect the occurrence of unanticipated events.
In addition, given the significant uncertainty regarding the duration and severity of the impact of the COVID-19 pandemic, the Company is unable to predict its tenants’ continued ability to pay rent. Therefore, information provided regarding historical rent collections should not serve as an indication of expected future rent collections.
Additional Information and Where to Find It
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act, and otherwise in accordance with applicable law. In connection with the proposed merger, on April 25, 2022, W. P. Carey filed with the SEC an amendment to the registration statement on Form S-4 originally filed on April 4, 2022, which includes a prospectus of W. P. Carey and a proxy statement of CPA:18 (together with W. P. Carey’s prospectus, the “proxy statement/prospectus”), and each party will file other documents regarding the proposed transaction with the SEC. The registration statement was declared effective by the SEC on April 27, 2022, and CPA:18 commenced mailing of the definitive proxy statement/prospectus to CPA:18’s stockholders on or about May 2, 2022.
WE URGE INVESTORS TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED BY W. P. CAREY AND CPA:18 IN CONNECTION WITH THE PROPOSED MERGER BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT W. P. CAREY, CPA:18 AND THE PROPOSED MERGER. INVESTORS ARE URGED TO READ THESE DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 6
Investors will be able to obtain these materials and other documents filed with the SEC free of charge at the SEC’s website (http://www.sec.gov). In addition, these materials are available free of charge by accessing W. P. Carey’s website (http://www.wpcarey.com) or by accessing CPA:18’s website (http://www.cpa18global.com). Investors may also read and copy any reports, statements and other information filed by W. P. Carey or CPA:18 with the SEC, at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.
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W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 7
W. P. CAREY INC.
Consolidated Balance Sheets (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| June 30, 2022 | | December 31, 2021 |
| Assets | | | |
| Investments in real estate: | | | |
Land, buildings and improvements (a) | $ | 12,026,671 | | | $ | 11,875,407 | |
| Net investments in direct financing leases and loans receivable | 786,462 | | | 813,577 | |
In-place lease intangible assets and other | 2,384,032 | | | 2,386,000 | |
Above-market rent intangible assets | 822,470 | | | 843,410 | |
| Investments in real estate | 16,019,635 | | | 15,918,394 | |
Accumulated depreciation and amortization (b) | (3,043,146) | | | (2,889,294) | |
| Assets held for sale, net | — | | | 8,269 | |
| Net investments in real estate | 12,976,489 | | | 13,037,369 | |
Equity method investments (c) | 344,360 | | | 356,637 | |
| Cash and cash equivalents | 103,590 | | | 165,427 | |
| Due from affiliates | 18,937 | | | 1,826 | |
| Other assets, net | 1,119,389 | | | 1,017,842 | |
| Goodwill | 891,464 | | | 901,529 | |
| Total assets | $ | 15,454,229 | | | $ | 15,480,630 | |
| | | |
| Liabilities and Equity | | | |
| Debt: | | | |
| Senior unsecured notes, net | $ | 5,471,066 | | | $ | 5,701,913 | |
| Unsecured term loans, net | 548,287 | | | 310,583 | |
| Unsecured revolving credit facility | 417,455 | | | 410,596 | |
| Non-recourse mortgages, net | 328,820 | | | 368,524 | |
| Debt, net | 6,765,628 | | | 6,791,616 | |
| Accounts payable, accrued expenses and other liabilities | 529,719 | | | 572,846 | |
Below-market rent and other intangible liabilities, net | 174,766 | | | 183,286 | |
| Deferred income taxes | 135,128 | | | 145,572 | |
| Dividends payable | 207,526 | | | 203,859 | |
| Total liabilities | 7,812,767 | | | 7,897,179 | |
| | | |
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued | — | | | — | |
Common stock, $0.001 par value, 450,000,000 shares authorized; 192,891,792 and 190,013,751 shares, respectively, issued and outstanding | 193 | | | 190 | |
| Additional paid-in capital | 10,201,614 | | | 9,977,686 | |
| Distributions in excess of accumulated earnings | (2,352,839) | | | (2,224,231) | |
| Deferred compensation obligation | 57,012 | | | 49,810 | |
| Accumulated other comprehensive loss | (266,157) | | | (221,670) | |
| Total stockholders’ equity | 7,639,823 | | | 7,581,785 | |
| Noncontrolling interests | 1,639 | | | 1,666 | |
| Total equity | 7,641,462 | | | 7,583,451 | |
| Total liabilities and equity | $ | 15,454,229 | | | $ | 15,480,630 | |
________
(a)Includes $83.7 million of amounts attributable to operating properties as of both June 30, 2022 and December 31, 2021.
(b)Includes $1.5 billion of accumulated depreciation on buildings and improvements as of both June 30, 2022 and December 31, 2021, and $1.5 billion and $1.4 billion of accumulated amortization on lease intangibles as of June 30, 2022 and December 31, 2021, respectively.
(c)Our equity method investments in real estate totaled $280.7 million and $291.9 million as of June 30, 2022 and December 31, 2021, respectively. Our equity method investments in the Managed Programs totaled $63.7 million and $64.7 million as of June 30, 2022 and December 31, 2021, respectively.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 8
W. P. CAREY INC.
Quarterly Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | |
| Three Months Ended |
| June 30, 2022 | | March 31, 2022 | | June 30, 2021 |
| Revenues | | | | | |
| Real Estate: | | | | | |
| Lease revenues | $ | 314,354 | | | $ | 307,725 | | | $ | 289,064 | |
| Income from direct financing leases and loans receivable | 17,778 | | | 18,379 | | | 17,422 | |
| Operating property revenues | 5,064 | | | 3,865 | | | 3,245 | |
| Lease termination income and other | 2,591 | | | 14,122 | | | 5,059 | |
| 339,787 | | | 344,091 | | | 314,790 | |
| Investment Management: | | | | | |
| Asset management and other revenue | 3,467 | | | 3,420 | | | 3,966 | |
| Reimbursable costs from affiliates | 1,143 | | | 927 | | | 968 | |
| 4,610 | | | 4,347 | | | 4,934 | |
| 344,397 | | | 348,438 | | | 319,724 | |
| Operating Expenses | | | | | |
| Depreciation and amortization | 115,080 | | | 115,393 | | | 114,348 | |
| General and administrative | 20,841 | | | 23,084 | | | 20,464 | |
| Reimbursable tenant costs | 16,704 | | | 16,960 | | | 15,092 | |
| Property expenses, excluding reimbursable tenant costs | 11,851 | | | 13,779 | | | 11,815 | |
| Stock-based compensation expense | 9,758 | | | 7,833 | | | 9,048 | |
| Impairment charges | 6,206 | | | 20,179 | | | — | |
| Operating property expenses | 3,191 | | | 2,787 | | | 2,049 | |
Merger and other expenses (a) | 1,984 | | | (2,322) | | | (2,599) | |
| Reimbursable costs from affiliates | 1,143 | | | 927 | | | 968 | |
| 186,758 | | | 198,620 | | | 171,185 | |
| Other Income and Expenses | | | | | |
| Interest expense | (46,417) | | | (46,053) | | | (49,252) | |
| Gain on sale of real estate, net | 31,119 | | | 11,248 | | | 19,840 | |
Other gains and (losses) (b) | (21,746) | | | 35,745 | | | 7,545 | |
| Earnings (losses) from equity method investments | 7,401 | | | 4,772 | | | (156) | |
Non-operating income (c) | 5,974 | | | 8,546 | | | 3,065 | |
| (23,669) | | | 14,258 | | | (18,958) | |
| Income before income taxes | 133,970 | | | 164,076 | | | 129,581 | |
| Provision for income taxes | (6,252) | | | (7,083) | | | (9,298) | |
| Net Income | 127,718 | | | 156,993 | | | 120,283 | |
| Net loss (income) attributable to noncontrolling interests | (40) | | | 2 | | | (38) | |
| Net Income Attributable to W. P. Carey | $ | 127,678 | | | $ | 156,995 | | | $ | 120,245 | |
| | | | | |
| Basic Earnings Per Share | $ | 0.66 | | | $ | 0.82 | | | $ | 0.67 | |
| Diluted Earnings Per Share | $ | 0.66 | | | $ | 0.82 | | | $ | 0.67 | |
| Weighted-Average Shares Outstanding | | | | | |
| Basic | 194,019,451 | | | 191,911,414 | | | 180,099,370 | |
| Diluted | 194,763,695 | | | 192,416,642 | | | 180,668,732 | |
| | | | | |
| Dividends Declared Per Share | $ | 1.059 | | | $ | 1.057 | | | $ | 1.050 | |
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 9
W. P. CAREY INC.
Year-to-Date Consolidated Statements of Income (Unaudited)
(in thousands, except share and per share amounts) | | | | | | | | | | | |
| Six Months Ended June 30, |
| 2022 | | 2021 |
| Revenues | | | |
| Real Estate: | | | |
| Lease revenues | $ | 622,079 | | | $ | 573,729 | |
| Income from direct financing leases and loans receivable | 36,157 | | | 35,164 | |
| Lease termination income and other | 16,713 | | | 6,644 | |
| Operating property revenues | 8,929 | | | 5,424 | |
| 683,878 | | | 620,961 | |
| Investment Management: | | | |
| Asset management and other revenue | 6,887 | | | 7,920 | |
| Reimbursable costs from affiliates | 2,070 | | | 2,009 | |
| 8,957 | | | 9,929 | |
| 692,835 | | | 630,890 | |
| Operating Expenses | | | |
| Depreciation and amortization | 230,473 | | | 224,670 | |
| General and administrative | 43,925 | | | 42,547 | |
| Reimbursable tenant costs | 33,664 | | | 30,850 | |
| Impairment charges | 26,385 | | | — | |
| Property expenses, excluding reimbursable tenant costs | 25,630 | | | 22,698 | |
| Stock-based compensation expense | 17,591 | | | 14,429 | |
| Operating property expenses | 5,978 | | | 3,960 | |
| Reimbursable costs from affiliates | 2,070 | | | 2,009 | |
| Merger and other expenses | (338) | | | (3,075) | |
| 385,378 | | | 338,088 | |
| Other Income and Expenses | | | |
| Interest expense | (92,470) | | | (100,892) | |
| Gain on sale of real estate, net | 42,367 | | | 29,212 | |
| Non-operating income | 14,520 | | | 9,421 | |
| Other gains and (losses) | 13,999 | | | (33,643) | |
| Earnings (losses) from equity method investments | 12,173 | | | (9,889) | |
| (9,411) | | | (105,791) | |
| Income before income taxes | 298,046 | | | 187,011 | |
| Provision for income taxes | (13,335) | | | (15,087) | |
| Net Income | 284,711 | | | 171,924 | |
| Net income attributable to noncontrolling interests | (38) | | | (45) | |
| Net Income Attributable to W. P. Carey | $ | 284,673 | | | $ | 171,879 | |
| | | |
| Basic Earnings Per Share | $ | 1.48 | | | $ | 0.96 | |
| Diluted Earnings Per Share | $ | 1.47 | | | $ | 0.96 | |
| Weighted-Average Shares Outstanding | | | |
| Basic | 192,971,256 | | | 178,379,654 | |
| Diluted | 193,706,035 | | | 178,902,259 | |
| | | |
| Dividends Declared Per Share | $ | 2.116 | | | $ | 2.098 | |
__________
(a)Amounts are primarily comprised of costs incurred in connection with the proposed merger with CPA:18 and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(b)Amount for the three months ended June 30, 2022 is primarily comprised of net loss on foreign currency exchange rate movements of $(37.3) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million.
(c)Amount for the three months ended June 30, 2022 is comprised of realized gains on foreign currency exchange derivatives of $5.9 million and interest income on deposits and loans to affiliates of $0.1 million.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 10
W. P. CAREY INC.
Quarterly Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | |
| Three Months Ended |
| June 30, 2022 | | March 31, 2022 | | June 30, 2021 |
| Net income attributable to W. P. Carey | $ | 127,678 | | | $ | 156,995 | | | $ | 120,245 | |
| Adjustments: | | | | | |
| Depreciation and amortization of real property | 114,333 | | | 114,646 | | | 112,997 | |
| Gain on sale of real estate, net | (31,119) | | | (11,248) | | | (19,840) | |
| Impairment charges | 6,206 | | | 20,179 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (a) | 2,934 | | | 7,683 | | | 3,434 | |
Proportionate share of adjustments for noncontrolling interests (b) | (4) | | | (4) | | | (4) | |
| Total adjustments | 92,350 | | | 131,256 | | | 96,587 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey (c) | 220,028 | | | 288,251 | | | 216,832 | |
| Adjustments: | | | | | |
Other (gains) and losses (d) | 21,746 | | | (35,745) | | | (7,545) | |
| Straight-line and other leasing and financing adjustments | (14,492) | | | (10,847) | | | (10,313) | |
| Above- and below-market rent intangible lease amortization, net | 10,548 | | | 11,004 | | | 14,384 | |
| Stock-based compensation | 9,758 | | | 7,833 | | | 9,048 | |
| Amortization of deferred financing costs | 3,147 | | | 3,128 | | | 3,447 | |
Merger and other expenses (e) | 1,984 | | | (2,322) | | | (2,599) | |
| Other amortization and non-cash items | 530 | | | 552 | | | 563 | |
| Tax (benefit) expense – deferred and other | (355) | | | (1,242) | | | 217 | |
Proportionate share of adjustments to earnings from equity method investments (a) | 1,486 | | | (1,781) | | | 4,650 | |
Proportionate share of adjustments for noncontrolling interests (b) | (6) | | | (5) | | | (8) | |
| Total adjustments | 34,346 | | | (29,425) | | | 11,844 | |
AFFO Attributable to W. P. Carey (c) | $ | 254,374 | | | $ | 258,826 | | | $ | 228,676 | |
| | | | | |
| Summary | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey (c) | $ | 220,028 | | | $ | 288,251 | | | $ | 216,832 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (c) | $ | 1.13 | | | $ | 1.50 | | | $ | 1.20 | |
AFFO attributable to W. P. Carey (c) | $ | 254,374 | | | $ | 258,826 | | | $ | 228,676 | |
AFFO attributable to W. P. Carey per diluted share (c) | $ | 1.31 | | | $ | 1.35 | | | $ | 1.27 | |
| Diluted weighted-average shares outstanding | 194,763,695 | | | 192,416,642 | | | 180,668,732 | |
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 11
W. P. CAREY INC.
Quarterly Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | | | | | | | |
| Three Months Ended |
| June 30, 2022 | | March 31, 2022 | | June 30, 2021 |
| Net income from Real Estate attributable to W. P. Carey | $ | 123,228 | | | $ | 146,858 | | | $ | 114,687 | |
| Adjustments: | | | | | |
| Depreciation and amortization of real property | 114,333 | | | 114,646 | | | 112,997 | |
| Gain on sale of real estate, net | (31,119) | | | (11,248) | | | (19,840) | |
| Impairment charges | 6,206 | | | 20,179 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (a) | 2,934 | | | 7,683 | | | 3,434 | |
Proportionate share of adjustments for noncontrolling interests (b) | (4) | | | (4) | | | (4) | |
| Total adjustments | 92,350 | | | 131,256 | | | 96,587 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (c) | 215,578 | | | 278,114 | | | 211,274 | |
| Adjustments: | | | | | |
Other (gains) and losses (d) | 20,155 | | | (34,418) | | | (7,472) | |
| Straight-line and other leasing and financing adjustments | (14,492) | | | (10,847) | | | (10,313) | |
| Above- and below-market rent intangible lease amortization, net | 10,548 | | | 11,004 | | | 14,384 | |
| Stock-based compensation | 9,758 | | | 7,833 | | | 9,048 | |
| Amortization of deferred financing costs | 3,147 | | | 3,128 | | | 3,447 | |
Merger and other expenses (e) | 1,984 | | | (2,325) | | | (2,599) | |
| Other amortization and non-cash items | 530 | | | 552 | | | 563 | |
| Tax (benefit) expense – deferred and other | (324) | | | (1,189) | | | 208 | |
Proportionate share of adjustments to earnings from equity method investments (a) | 368 | | | 167 | | | 3,845 | |
Proportionate share of adjustments for noncontrolling interests (b) | (6) | | | (5) | | | (8) | |
| Total adjustments | 31,668 | | | (26,100) | | | 11,103 | |
AFFO Attributable to W. P. Carey – Real Estate (c) | $ | 247,246 | | | $ | 252,014 | | | $ | 222,377 | |
| | | | | |
| Summary | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (c) | $ | 215,578 | | | $ | 278,114 | | | $ | 211,274 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (c) | $ | 1.11 | | | $ | 1.45 | | | $ | 1.17 | |
AFFO attributable to W. P. Carey – Real Estate (c) | $ | 247,246 | | | $ | 252,014 | | | $ | 222,377 | |
AFFO attributable to W. P. Carey per diluted share – Real Estate (c) | $ | 1.27 | | | $ | 1.31 | | | $ | 1.23 | |
| Diluted weighted-average shares outstanding | 194,763,695 | | | 192,416,642 | | | 180,668,732 | |
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 12
W. P. CAREY INC.
Year-to-Date Reconciliation of Net Income to Adjusted Funds from Operations (AFFO) (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| Six Months Ended June 30, |
| 2022 | | 2021 |
| Net income attributable to W. P. Carey | $ | 284,673 | | | $ | 171,879 | |
| Adjustments: | | | |
| Depreciation and amortization of real property | 228,979 | | | 222,201 | |
| Gain on sale of real estate, net | (42,367) | | | (29,212) | |
Impairment charges | 26,385 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (a) | 10,617 | | | 13,740 | |
Proportionate share of adjustments for noncontrolling interests (b) | (8) | | | (8) | |
| Total adjustments | 223,606 | | | 206,721 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey (c) | 508,279 | | | 378,600 | |
| Adjustments: | | | |
| Straight-line and other leasing and financing adjustments | (25,339) | | | (19,064) | |
| Above- and below-market rent intangible lease amortization, net | 21,552 | | | 26,499 | |
| Stock-based compensation | 17,591 | | | 14,429 | |
| Other (gains) and losses | (13,999) | | | 33,643 | |
| Amortization of deferred financing costs | 6,275 | | | 6,860 | |
| Tax benefit – deferred and other | (1,597) | | | (3,170) | |
| Other amortization and non-cash items | 1,082 | | | 592 | |
Merger and other expenses (e) | (338) | | | (3,075) | |
Proportionate share of adjustments to earnings from equity method investments (a) | (295) | | | 9,861 | |
Proportionate share of adjustments for noncontrolling interests (b) | (11) | | | (13) | |
| Total adjustments | 4,921 | | | 66,562 | |
AFFO Attributable to W. P. Carey (c) | $ | 513,200 | | | $ | 445,162 | |
| | | |
| Summary | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey (c) | $ | 508,279 | | | $ | 378,600 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (c) | $ | 2.62 | | | $ | 2.12 | |
AFFO attributable to W. P. Carey (c) | $ | 513,200 | | | $ | 445,162 | |
AFFO attributable to W. P. Carey per diluted share (c) | $ | 2.65 | | | $ | 2.49 | |
| Diluted weighted-average shares outstanding | 193,706,035 | | | 178,902,259 | |
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 13
W. P. CAREY INC.
Year-to-Date Reconciliation of Net Income from Real Estate to Adjusted Funds from Operations (AFFO) from Real Estate (Unaudited)
(in thousands, except share and per share amounts)
| | | | | | | | | | | |
| Six Months Ended June 30, |
| 2022 | | 2021 |
| Net income from Real Estate attributable to W. P. Carey | $ | 270,086 | | | $ | 159,274 | |
| Adjustments: | | | |
| Depreciation and amortization of real property | 228,979 | | | 222,201 | |
| Gain on sale of real estate, net | (42,367) | | | (29,212) | |
Impairment charges | 26,385 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (a) | 10,617 | | | 13,740 | |
Proportionate share of adjustments for noncontrolling interests (b) | (8) | | | (8) | |
| Total adjustments | 223,606 | | | 206,721 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (c) | 493,692 | | | 365,995 | |
| Adjustments: | | | |
| Straight-line and other leasing and financing adjustments | (25,339) | | | (19,064) | |
| Above- and below-market rent intangible lease amortization, net | 21,552 | | | 26,499 | |
| Stock-based compensation | 17,591 | | | 14,429 | |
| Other (gains) and losses | (14,263) | | | 34,717 | |
| Amortization of deferred financing costs | 6,275 | | | 6,860 | |
| Tax benefit – deferred and other | (1,513) | | | (2,387) | |
| Other amortization and non-cash items | 1,082 | | | 592 | |
Merger and other expenses (e) | (341) | | | (3,090) | |
Proportionate share of adjustments to earnings from equity method investments (a) | 535 | | | 8,167 | |
Proportionate share of adjustments for noncontrolling interests (b) | (11) | | | (13) | |
| Total adjustments | 5,568 | | | 66,710 | |
AFFO Attributable to W. P. Carey – Real Estate (c) | $ | 499,260 | | | $ | 432,705 | |
| | | |
| Summary | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (c) | $ | 493,692 | | | $ | 365,995 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (c) | $ | 2.55 | | | $ | 2.05 | |
AFFO attributable to W. P. Carey – Real Estate (c) | $ | 499,260 | | | $ | 432,705 | |
AFFO attributable to W. P. Carey per diluted share – Real Estate (c) | $ | 2.58 | | | $ | 2.42 | |
| Diluted weighted-average shares outstanding | 193,706,035 | | | 178,902,259 | |
__________
(a)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(b)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(c)FFO and AFFO are non-GAAP measures. See below for a description of FFO and AFFO.
(d)AFFO adjustment amounts for the three months ended June 30, 2022 are primarily comprised of a net loss on foreign currency exchange rate movements of $(37.3) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million. Real Estate AFFO adjustment amounts for the three months ended June 30, 2022 are primarily comprised of a net loss on foreign currency exchange rate movements of $(37.0) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million.
(e)Amounts are primarily comprised of costs incurred in connection with the proposed merger with CPA:18 and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 14
Non-GAAP Financial Disclosure
Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)
Due to certain unique operating characteristics of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts, Inc. (NAREIT), an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO.
We also modify the NAREIT computation of FFO to adjust GAAP net income for certain non-cash charges, such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rent and related reserves, other non-cash rent adjustments, non-cash allowance for credit losses on loans receivable and direct financing leases, stock-based compensation, non-cash environmental accretion expense, amortization of discounts and premiums on debt and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses, such as gains or losses from extinguishment of debt and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange rate movements (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs that are currently not engaged in acquisitions, mergers and restructuring, which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.
We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP, or as alternatives to net cash provided by operating activities computed under GAAP, or as indicators of our ability to fund our cash needs.
W. P. Carey Inc. 6/30/2022 Earnings Release 8-K – 15
Exhibit 99.2
Filed by W. P. Carey Inc.
pursuant to Rule 425 under the Securities Act of 1933, as amended,
and deemed filed pursuant to Rule 14a-6 under the
Securities Exchange Act of 1934, as amended
Subject Company: Corporate Property Associates 18 – Global Incorporated
Commission File No.: 000-54970
W. P. Carey Inc.
Supplemental Information
Second Quarter 2022
Terms and Definitions
As used in this supplemental package, the terms “W. P. Carey,” “WPC,” “we,” “us” and “our” include W. P. Carey Inc., its consolidated subsidiaries and its predecessors, unless otherwise indicated. Other terms and definitions are as follows:
| | | | | |
| REIT | Real estate investment trust |
| CPA:18 – Global | Corporate Property Associates 18 – Global Incorporated |
| CESH | Carey European Student Housing Fund I, L.P. |
| WLT | Watermark Lodging Trust, Inc. |
| Managed Programs | CPA:18 – Global and CESH |
| U.S. | United States |
| AUM | Assets under management |
| ABR | Contractual minimum annualized base rent |
| NAV | Net asset value per share |
| SEC | Securities and Exchange Commission |
| ASC | Accounting Standards Codification |
| EUR | Euro |
| EURIBOR | Euro Interbank Offered Rate |
| SONIA | Sterling Overnight Index Average |
| TIBOR | Tokyo Interbank Offered Rate |
| LIBOR | London Interbank Offered Rate |
| Proposed Merger | Our proposed merger with CPA:18 – Global, pursuant to a merger agreement that we entered into on February 27, 2022, which was filed as Exhibit 2.1 to a Current Report on Form 8-K that we filed with the SEC on February 28, 2022 |
Important Note Regarding Non-GAAP Financial Measures
This supplemental package includes certain “non-GAAP” supplemental measures that are not defined by generally accepted accounting principles (“GAAP”), including funds from operations (“FFO”); adjusted funds from operations (“AFFO”); earnings before interest, taxes, depreciation and amortization (“EBITDA”); adjusted EBITDA; pro rata cash net operating income (“pro rata cash NOI”); normalized pro rata cash NOI; same store pro rata rental income; cash interest expense; and cash interest expense coverage ratio. FFO is a non-GAAP measure defined by the National Association of Real Estate Investments Trusts, Inc. (“NAREIT”), an industry trade group. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP measures are provided within this supplemental package. In addition, refer to the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of these non-GAAP financial measures and other metrics.
Amounts may not sum to totals due to rounding.
W. P. Carey Inc.
Supplemental Information – Second Quarter 2022
| | | | | |
| Overview | |
| |
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| Financial Results | |
| Statements of Income – Last Five Quarters | |
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| FFO and AFFO – Last Five Quarters | |
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| Balance Sheets and Capitalization | |
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| Real Estate | |
| Investment Activity | |
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| Investment Management | |
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| Appendix | |
| |
Adjusted EBITDA – Last Five Quarters | |
| |
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| |
W. P. Carey Inc.
Overview – Second Quarter 2022
As of or for the three months ended June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Financial Results | | | | | | | | | |
| | | | | Segment | | |
| | | | | Real Estate | | Investment Management | | Total |
| Revenues, including reimbursable costs – consolidated ($000s) | | $ | 339,787 | | | $ | 4,610 | | | $ | 344,397 | |
| Net income attributable to W. P. Carey ($000s) | | 123,228 | | | 4,450 | | | 127,678 | |
| Net income attributable to W. P. Carey per diluted share | | 0.64 | | | 0.02 | | | 0.66 | |
Normalized pro rata cash NOI from real estate ($000s) (a) (b) | | 311,331 | | | N/A | | 311,331 | |
Adjusted EBITDA ($000s) (a) (b) | | 298,419 | | | 6,814 | | | 305,233 | |
AFFO attributable to W. P. Carey ($000s) (a) (b) | | 247,246 | | | 7,128 | | | 254,374 | |
AFFO attributable to W. P. Carey per diluted share (a) (b) | | 1.27 | | | 0.04 | | | 1.31 | |
| | | | | | | | | |
| Dividends declared per share – current quarter | | | | | | 1.059 | |
| Dividends declared per share – current quarter annualized | | | | | | 4.236 | |
| Dividend yield – annualized, based on quarter end share price of $82.86 | | | | | | 5.1 | % |
Dividend payout ratio – for the six months ended June 30, 2022 (c) | | | | | | 79.8 | % |
| | | | | | | | | |
| Balance Sheet and Capitalization | | | | | | | | | |
| Equity market capitalization – based on quarter end share price of $82.86 ($000s) | | | | | | $ | 15,983,014 | |
Pro rata net debt ($000s) (d) | | | | | | | | | 6,886,378 | |
| Enterprise value ($000s) | | | | | | | | | 22,869,392 | |
| | | | | | | | | |
| Total consolidated debt ($000s) | | | | | | | | | 6,765,628 | |
Gross assets ($000s) (e) | | | | | | | | | 17,002,286 | |
Liquidity ($000s) (f) | | | | | | | | | 2,071,551 | |
| | | | | | | | | |
Pro rata net debt to enterprise value (b) | | | | | | | | | 30.1 | % |
Pro rata net debt to adjusted EBITDA (annualized) (a) (b) | | | | | | 5.6x |
| Total consolidated debt to gross assets | | | | | | | | | 39.8 | % |
| Total consolidated secured debt to gross assets | | | | | | | | | 1.9 | % |
Cash interest expense coverage ratio (a) | | | | | | | | | 6.6x |
| | | | | | | | | |
Weighted-average interest rate (b) | | | | | | | | | 2.6 | % |
Weighted-average debt maturity (years) (b) | | | | | | | | | 4.9 | |
| | | | | | | | | |
| Moody's Investors Service – issuer rating | | | | | | | | | Baa2 (positive) |
| Standard & Poor's Ratings Services – issuer rating | | | | | | | | | BBB (positive) |
| | | | | | | | | |
| Real Estate Portfolio (Pro Rata) | | | | | | | | | |
ABR – total portfolio ($000s) (g) | | | | | | | | | $ | 1,270,226 | |
ABR – unencumbered portfolio (% / $000s) (g) (h) | | | | | | | 92.7% / | | $ | 1,177,709 | |
| Number of net-leased properties | | | | | | | | | 1,357 | |
Number of operating properties (i) | | | | | | | | | 20 | |
Number of tenants – net-leased properties | | | | | | | | | 356 | |
| | | | | | | | | |
ABR from investment grade tenants as a % of total ABR – net-leased properties (j) | | | | | | 31.2 | % |
| | | | | | | | | |
| Net-leased properties – square footage (millions) | | | | | | | | | 161.3 | |
| | | | | | | | | |
| Occupancy – net-leased properties | | | | | | | | | 99.1 | % |
| Weighted-average lease term (years) | | | | | | | | | 11.0 | |
| | | | | | | | | |
| Investment volume – current quarter ($000s) | | | | $ | 477,813 | |
| Dispositions – current quarter ($000s) | | | | | | | | | 92,748 | |
| | | | | | | | | |
| Maximum commitment for capital investments and commitments expected to be completed during 2022 ($000s) | | | | 123,076 | |
| Construction loan funding expected to be completed during 2022 ($000s) | | | | 37,688 | |
| Total capital investments, commitments and construction loan funding expected to be completed during 2022 ($000s) | | 160,764 | |
________
| | | | | | | | |
| | Investing for the long runTM | 1 |
W. P. Carey Inc.
Overview – Second Quarter 2022
(a)Normalized pro rata cash NOI, adjusted EBITDA, AFFO and cash interest expense coverage ratio are non-GAAP measures. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of our non-GAAP measures and for details on how certain non-GAAP measures are calculated. (c)Represents dividends declared per share divided by AFFO per diluted share on a year-to-date basis.
(e)Gross assets represent consolidated total assets before accumulated depreciation on buildings and improvements. Gross assets are net of accumulated amortization on in-place lease intangible assets of $983.3 million and above-market rent intangible assets of $511.8 million.
(f)Represents (i) availability under our Senior Unsecured Credit Facility (net of amounts reserved for standby letters of credit), (ii) consolidated cash and cash equivalents, (iii) available proceeds under our forward sale agreements (based on 3,925,000 remaining shares and a net offering price of $72.61 per share as of June 30, 2022, which will be updated at each quarter end) and (iv) available proceeds under our “at-the-market” forward sale agreements (based on 3,674,187 remaining shares and a net offering price of $81.93 per share as of June 30, 2022, which will be updated at each quarter end).
(h)Represents ABR from properties unencumbered by non-recourse mortgage debt.
(i)Comprised of 19 self-storage properties and one hotel.
(j)Percentage of portfolio is based on ABR, as of June 30, 2022. Includes tenants or guarantors with investment grade ratings (23.3%) and subsidiaries of non-guarantor parent companies with investment grade ratings (7.9%). Investment grade refers to an entity with a rating of BBB- or higher from Standard & Poor’s Ratings Services or Baa3 or higher from Moody’s Investors Service. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of ABR.
| | | | | | | | |
| | Investing for the long runTM | 2 |
W. P. Carey Inc.
Overview – Second Quarter 2022
| | | | | |
| Components of Net Asset Value |
Dollars in thousands, except per share amounts.
| | | | | | | | | | | | | | | | | |
| Real Estate | | | Three Months Ended Jun. 30, 2022 | | Annualized |
Normalized pro rata cash NOI (a) (b) | | | $ | 311,331 | | | $ | 1,245,324 | |
| | | | | |
| Investment Management | | | | | |
Adjusted EBITDA (a) (b) | | | 6,814 | | | 27,256 | |
| Selected Components of Adjusted EBITDA: | | | | | |
| Asset management revenue | | | 3,467 | | | 13,868 | |
Operating partnership interest in real estate cash flow of CPA:18 – Global (c) | | | 2,814 | | | 11,256 | |
| Back-end fees and interests associated with the Managed Programs | | | |
| | | | | |
| Balance Sheet – Selected Information (Consolidated Unless Otherwise Stated) | | As of Jun. 30, 2022 |
| Assets | | | | | |
Book value of real estate excluded from normalized pro rata cash NOI (d) | | | | $ | 174,060 | |
Las Vegas retail complex construction loan (e) | | | | | 141,341 | |
| Cash and cash equivalents | | | | | 103,590 | |
| Other secured loans receivable, net | | | | | 24,143 | |
| Due from affiliates | | | | | 18,937 | |
| Other assets, net: | | | | | |
| Investment in shares of Lineage Logistics (a cold storage REIT) | | | | | $ | 366,339 | |
| Straight-line rent adjustments | | | | | 255,654 | |
| Restricted cash, including escrow | | | | | 96,903 | |
| Investment in common shares of WLT | | | | | 76,790 | |
| Office lease right-of-use assets, net | | | | | 58,300 | |
| Deferred charges | | | | | 54,064 | |
| Taxes receivable | | | | | 51,032 | |
| Securities and derivatives | | | | | 48,061 | |
| Non-rent tenant and other receivables | | | | | 45,053 | |
| Prepaid expenses | | | | | 21,051 | |
| Deferred income taxes | | | | | 16,002 | |
| Leasehold improvements, furniture and fixtures | | | | 15,361 | |
Rent receivables (f) | | | | | 3,798 | |
| Investment in shares of Guggenheim Credit Income Fund | | | | | 3,316 | |
| Other intangible assets, net | | | | | 738 | |
| Other | | | | | 6,927 | |
| Total other assets, net | | $ | 1,119,389 | |
| | | | | |
| Liabilities | | | | | |
Total pro rata debt outstanding (b) (g) | | | | | $ | 6,989,968 | |
| Dividends payable | | | | | 207,526 | |
| Deferred income taxes | | | | | 135,128 | |
| Accounts payable, accrued expenses and other liabilities: | | | | | |
| Operating lease liabilities | | | | | $ | 139,266 | |
| Accounts payable and accrued expenses | | | | | 131,291 | |
| Prepaid and deferred rents | | | | | 115,635 | |
| Tenant security deposits | | | | | 58,004 | |
| Accrued taxes payable | | | | | 38,772 | |
| Other | | | | | 46,751 | |
| Total accounts payable, accrued expenses and other liabilities | | | | | $ | 529,719 | |
| | | | | | | | |
| | Investing for the long runTM | 3 |
W. P. Carey Inc.
Overview – Second Quarter 2022
| | | | | | | | | | | |
| Other | Ownership % | | Estimated Value |
Ownership in Managed Programs: (h) | | | |
CPA:18 – Global (i) | 5.7 | % | | $ | 77,610 | |
CESH (j) | 2.4 | % | | 1,013 | |
| | | $ | 78,623 | |
________
(a)Normalized pro rata cash NOI and adjusted EBITDA are non-GAAP measures. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of our non-GAAP measures and for details on how they are calculated. (c)We are entitled to receive distributions of up to 10% of the Available Cash of CPA:18 – Global, as defined in its operating partnership agreement.
(d)Represents the value of real estate not included in normalized pro rata cash NOI, such as vacant assets, in-progress build-to-suit properties, real estate under construction for certain expansion projects at existing properties and a common equity interest in the Harmon Retail Corner in Las Vegas.
(e)Represents a construction loan for a retail complex in Las Vegas, Nevada, which was entered into in June 2021 and is included in Equity method investments (as an equity method investment in real estate) on our consolidated balance sheets. See the Investment Activity – Investment Volume section for additional information about this investment. (f)Comprised of rent receivables that were substantially collected as of the date of this report.
(g)Excludes unamortized discount, net totaling $28.3 million and unamortized deferred financing costs totaling $25.8 million as of June 30, 2022.
(h)Separate from operating partnership interest in our affiliate, CPA:18 – Global, and our interests in unconsolidated real estate joint ventures with CPA:18 – Global.
(i)The estimated value of CPA:18 – Global is based on the estimated NAV of its Class A common stock of $9.07 as of September 30, 2021, which was calculated by relying in part on an estimate of the fair market value of the real estate portfolio adjusted to give effect to mortgage loans, both provided by third parties, as well as other adjustments. Refer to the SEC filings of CPA:18 – Global for the calculation methodology of its NAVs.
(j)We own limited partnership units of CESH. The value above reflects its private placement price, net of cash distributions. We do not intend to calculate a NAV for CESH.
| | | | | | | | |
| | Investing for the long runTM | 4 |
W. P. Carey Inc.
Financial Results
Second Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 5 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| Consolidated Statements of Income – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Revenues | | | | | | | | | |
| Real Estate: | | | | | | | | | |
| Lease revenues | $ | 314,354 | | | $ | 307,725 | | | $ | 305,093 | | | $ | 298,616 | | | $ | 289,064 | |
| Income from direct financing leases and loans receivable | 17,778 | | | 18,379 | | | 15,637 | | | 16,754 | | | 17,422 | |
| Operating property revenues | 5,064 | | | 3,865 | | | 4,004 | | | 4,050 | | | 3,245 | |
Lease termination income and other (a) | 2,591 | | | 14,122 | | | 45,590 | | | 1,421 | | | 5,059 | |
| 339,787 | | | 344,091 | | | 370,324 | | | 320,841 | | | 314,790 | |
| Investment Management: | | | | | | | | | |
| Asset management and other revenue | 3,467 | | | 3,420 | | | 3,571 | | | 3,872 | | | 3,966 | |
| Reimbursable costs from affiliates | 1,143 | | | 927 | | | 985 | | | 1,041 | | | 968 | |
| 4,610 | | | 4,347 | | | 4,556 | | | 4,913 | | | 4,934 | |
| 344,397 | | | 348,438 | | | 374,880 | | | 325,754 | | | 319,724 | |
| Operating Expenses | | | | | | | | | |
| Depreciation and amortization | 115,080 | | | 115,393 | | | 135,662 | | | 115,657 | | | 114,348 | |
| General and administrative | 20,841 | | | 23,084 | | | 19,591 | | | 19,750 | | | 20,464 | |
| Reimbursable tenant costs | 16,704 | | | 16,960 | | | 16,475 | | | 15,092 | | | 15,092 | |
| Property expenses, excluding reimbursable tenant costs | 11,851 | | | 13,779 | | | 11,466 | | | 13,734 | | | 11,815 | |
| Stock-based compensation expense | 9,758 | | | 7,833 | | | 6,091 | | | 4,361 | | | 9,048 | |
| Impairment charges | 6,206 | | | 20,179 | | | 7,945 | | | 16,301 | | | — | |
| Operating property expenses | 3,191 | | | 2,787 | | | 2,887 | | | 3,001 | | | 2,049 | |
Merger and other expenses (b) | 1,984 | | | (2,322) | | | (563) | | | (908) | | | (2,599) | |
| Reimbursable costs from affiliates | 1,143 | | | 927 | | | 985 | | | 1,041 | | | 968 | |
| 186,758 | | | 198,620 | | | 200,539 | | | 188,029 | | | 171,185 | |
| Other Income and Expenses | | | | | | | | | |
| Interest expense | (46,417) | | | (46,053) | | | (47,208) | | | (48,731) | | | (49,252) | |
| Gain on sale of real estate, net | 31,119 | | | 11,248 | | | 9,511 | | | 1,702 | | | 19,840 | |
Other gains and (losses) (c) | (21,746) | | | 35,745 | | | (28,461) | | | 49,219 | | | 7,545 | |
Earnings (losses) from equity method investments (d) | 7,401 | | | 4,772 | | | (6,675) | | | 5,735 | | | (156) | |
Non-operating income (e) | 5,974 | | | 8,546 | | | 3,156 | | | 1,283 | | | 3,065 | |
| (23,669) | | | 14,258 | | | (69,677) | | | 9,208 | | | (18,958) | |
| Income before income taxes | 133,970 | | | 164,076 | | | 104,664 | | | 146,933 | | | 129,581 | |
| Provision for income taxes | (6,252) | | | (7,083) | | | (5,052) | | | (8,347) | | | (9,298) | |
| Net Income | 127,718 | | | 156,993 | | | 99,612 | | | 138,586 | | | 120,283 | |
| Net (income) loss attributable to noncontrolling interests | (40) | | | 2 | | | (50) | | | (39) | | | (38) | |
| Net Income Attributable to W. P. Carey | $ | 127,678 | | | $ | 156,995 | | | $ | 99,562 | | | $ | 138,547 | | | $ | 120,245 | |
| | | | | | | | | |
| Basic Earnings Per Share | $ | 0.66 | | | $ | 0.82 | | | $ | 0.53 | | | $ | 0.75 | | | $ | 0.67 | |
| Diluted Earnings Per Share | $ | 0.66 | | | $ | 0.82 | | | $ | 0.53 | | | $ | 0.74 | | | $ | 0.67 | |
| Weighted-Average Shares Outstanding | | | | | | | | | |
| Basic | 194,019,451 | | | 191,911,414 | | | 187,630,036 | | | 185,422,639 | | | 180,099,370 | |
| Diluted | 194,763,695 | | | 192,416,642 | | | 188,317,117 | | | 186,012,478 | | | 180,668,732 | |
| | | | | | | | | |
| Dividends Declared Per Share | $ | 1.059 | | | $ | 1.057 | | | $ | 1.055 | | | $ | 1.052 | | | $ | 1.050 | |
________
(a)Amount for the three months ended December 31, 2021 includes $37.8 million of lease termination fees that was determined to be non-core income and thus excluded from AFFO.
(b)Amounts are primarily comprised of costs incurred in connection with the Proposed Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(c)Amount for the three months ended June 30, 2022 is primarily comprised of a net loss on foreign currency exchange rate movements of $(37.3) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million. Amount for the three months ended March 31, 2022 includes a mark-to-market unrealized gain on our investment in common shares of WLT of $28.0 million and a realized gain recognized on the redemption of our investment in preferred shares of WLT of $18.7 million. Amount for the three months ended September 30, 2021 includes a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $52.9 million.
(d)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(e)Amount for the three months ended June 30, 2022 is comprised of realized gains on foreign currency exchange derivatives of $5.9 million and interest income on deposits and loans to affiliates of $0.1 million.
| | | | | | | | |
| | Investing for the long runTM | 6 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| Statements of Income, Real Estate – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Revenues | | | | | | | | | |
| Lease revenues | $ | 314,354 | | | $ | 307,725 | | | $ | 305,093 | | | $ | 298,616 | | | $ | 289,064 | |
| Income from direct financing leases and loans receivable | 17,778 | | | 18,379 | | | 15,637 | | | 16,754 | | | 17,422 | |
| Operating property revenues | 5,064 | | | 3,865 | | | 4,004 | | | 4,050 | | | 3,245 | |
Lease termination income and other (a) | 2,591 | | | 14,122 | | | 45,590 | | | 1,421 | | | 5,059 | |
| 339,787 | | | 344,091 | | | 370,324 | | | 320,841 | | | 314,790 | |
| Operating Expenses | | | | | | | | | |
| Depreciation and amortization | 115,080 | | | 115,393 | | | 135,662 | | | 115,657 | | | 114,348 | |
| General and administrative | 20,841 | | | 23,084 | | | 19,591 | | | 19,750 | | | 20,464 | |
| Reimbursable tenant costs | 16,704 | | | 16,960 | | | 16,475 | | | 15,092 | | | 15,092 | |
| Property expenses, excluding reimbursable tenant costs | 11,851 | | | 13,779 | | | 11,466 | | | 13,734 | | | 11,815 | |
| Stock-based compensation expense | 9,758 | | | 7,833 | | | 6,091 | | | 4,361 | | | 9,048 | |
| Impairment charges | 6,206 | | | 20,179 | | | 7,945 | | | 16,301 | | | — | |
| Operating property expenses | 3,191 | | | 2,787 | | | 2,887 | | | 3,001 | | | 2,049 | |
Merger and other expenses (b) | 1,984 | | | (2,325) | | | (599) | | | (908) | | | (2,599) | |
| 185,615 | | | 197,690 | | | 199,518 | | | 186,988 | | | 170,217 | |
| Other Income and Expenses | | | | | | | | | |
| Interest expense | (46,417) | | | (46,053) | | | (47,208) | | | (48,731) | | | (49,252) | |
| Gain on sale of real estate, net | 31,119 | | | 11,248 | | | 9,511 | | | 1,702 | | | 19,840 | |
Other gains and (losses) (c) | (20,155) | | | 34,418 | | | (27,131) | | | 48,172 | | | 7,472 | |
| Non-operating income | 5,975 | | | 8,542 | | | 3,158 | | | 1,283 | | | 3,065 | |
Earnings (losses) from equity method investments in real estate (d) | 4,529 | | | (787) | | | (9,121) | | | 2,445 | | | (1,854) | |
| (24,949) | | | 7,368 | | | (70,791) | | | 4,871 | | | (20,729) | |
| Income before income taxes | 129,223 | | | 153,769 | | | 100,015 | | | 138,724 | | | 123,844 | |
| Provision for income taxes | (5,955) | | | (6,913) | | | (5,331) | | | (7,827) | | | (9,119) | |
| Net Income from Real Estate | 123,268 | | | 146,856 | | | 94,684 | | | 130,897 | | | 114,725 | |
| Net (income) loss attributable to noncontrolling interests | (40) | | | 2 | | | (50) | | | (39) | | | (38) | |
| Net Income from Real Estate Attributable to W. P. Carey | $ | 123,228 | | | $ | 146,858 | | | $ | 94,634 | | | $ | 130,858 | | | $ | 114,687 | |
| | | | | | | | | |
| Basic Earnings Per Share | $ | 0.64 | | | $ | 0.77 | | | $ | 0.50 | | | $ | 0.71 | | | $ | 0.64 | |
| Diluted Earnings Per Share | $ | 0.64 | | | $ | 0.77 | | | $ | 0.50 | | | $ | 0.70 | | | $ | 0.64 | |
| Weighted-Average Shares Outstanding | | | | | | | | | |
| Basic | 194,019,451 | | | 191,911,414 | | | 187,630,036 | | | 185,422,639 | | | 180,099,370 | |
| Diluted | 194,763,695 | | | 192,416,642 | | | 188,317,117 | | | 186,012,478 | | | 180,668,732 | |
________.
(a)Amount for the three months ended December 31, 2021 includes $37.8 million of lease termination fees that was determined to be non-core income and thus excluded from AFFO.
(b)Amounts are primarily comprised of costs incurred in connection with the Proposed Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(c)Amount for the three months ended June 30, 2022 is primarily comprised of a net loss on foreign currency exchange rate movements of $(37.0) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million. Amount for the three months ended March 31, 2022 includes a mark-to-market unrealized gain on our investment in common shares of WLT of $28.0 million and a realized gain recognized on the redemption of our investment in preferred shares of WLT of $18.7 million. Amount for the three months ended September 30, 2021 includes a mark-to-market unrealized gain for our investment in shares of Lineage Logistics of $52.9 million.
(d)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
| | | | | | | | |
| | Investing for the long runTM | 7 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| Statements of Income, Investment Management – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Revenues | | | | | | | | | |
| Asset management and other revenue | $ | 3,467 | | | $ | 3,420 | | | $ | 3,571 | | | $ | 3,872 | | | $ | 3,966 | |
| Reimbursable costs from affiliates | 1,143 | | | 927 | | | 985 | | | 1,041 | | | 968 | |
| 4,610 | | | 4,347 | | | 4,556 | | | 4,913 | | | 4,934 | |
| Operating Expenses | | | | | | | | | |
| Reimbursable costs from affiliates | 1,143 | | | 927 | | | 985 | | | 1,041 | | | 968 | |
| Merger and other expenses | — | | | 3 | | | 36 | | | — | | | — | |
| 1,143 | | | 930 | | | 1,021 | | | 1,041 | | | 968 | |
| Other Income and Expenses | | | | | | | | | |
| Earnings from equity method investments in the Managed Programs | 2,872 | | | 5,559 | | | 2,446 | | | 3,290 | | | 1,698 | |
| Other gains and (losses) | (1,591) | | | 1,327 | | | (1,330) | | | 1,047 | | | 73 | |
| Non-operating (loss) income | (1) | | | 4 | | | (2) | | | — | | | — | |
| 1,280 | | | 6,890 | | | 1,114 | | | 4,337 | | | 1,771 | |
| Income before income taxes | 4,747 | | | 10,307 | | | 4,649 | | | 8,209 | | | 5,737 | |
| (Provision for) benefit from income taxes | (297) | | | (170) | | | 279 | | | (520) | | | (179) | |
| Net Income from Investment Management Attributable to W. P. Carey | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | | | $ | 7,689 | | | $ | 5,558 | |
| | | | | | | | | |
| Basic Earnings Per Share | $ | 0.02 | | | $ | 0.05 | | | $ | 0.03 | | | $ | 0.04 | | | $ | 0.03 | |
| Diluted Earnings Per Share | $ | 0.02 | | | $ | 0.05 | | | $ | 0.03 | | | $ | 0.04 | | | $ | 0.03 | |
| Weighted-Average Shares Outstanding | | | | | | | | | |
| Basic | 194,019,451 | | | 191,911,414 | | | 187,630,036 | | | 185,422,639 | | | 180,099,370 | |
| Diluted | 194,763,695 | | | 192,416,642 | | | 188,317,117 | | | 186,012,478 | | | 180,668,732 | |
| | | | | | | | |
| | Investing for the long runTM | 8 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| FFO and AFFO, Consolidated – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Net income attributable to W. P. Carey | $ | 127,678 | | | $ | 156,995 | | | $ | 99,562 | | | $ | 138,547 | | | $ | 120,245 | |
| Adjustments: | | | | | | | | | |
| Depreciation and amortization of real property | 114,333 | | | 114,646 | | | 134,149 | | | 114,204 | | | 112,997 | |
| Gain on sale of real estate, net | (31,119) | | | (11,248) | | | (9,511) | | | (1,702) | | | (19,840) | |
| Impairment charges | 6,206 | | | 20,179 | | | 7,945 | | | 16,301 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (a) (b) | 2,934 | | | 7,683 | | | 15,183 | | | 3,290 | | | 3,434 | |
Proportionate share of adjustments for noncontrolling interests (c) | (4) | | | (4) | | | (4) | | | (4) | | | (4) | |
| Total adjustments | 92,350 | | | 131,256 | | | 147,762 | | | 132,089 | | | 96,587 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey (d) | 220,028 | | | 288,251 | | | 247,324 | | | 270,636 | | | 216,832 | |
| Adjustments: | | | | | | | | | |
Other (gains) and losses (e) | 21,746 | | | (35,745) | | | 28,461 | | | (49,219) | | | (7,545) | |
Straight-line and other leasing and financing adjustments (f) | (14,492) | | | (10,847) | | | (53,380) | | | (10,823) | | | (10,313) | |
Above- and below-market rent intangible lease amortization, net | 10,548 | | | 11,004 | | | 15,082 | | | 12,004 | | | 14,384 | |
| Stock-based compensation | 9,758 | | | 7,833 | | | 6,091 | | | 4,361 | | | 9,048 | |
| Amortization of deferred financing costs | 3,147 | | | 3,128 | | | 3,239 | | | 3,424 | | | 3,447 | |
Merger and other expenses (g) (h) | 1,984 | | | (2,322) | | | (563) | | | (908) | | | (2,599) | |
| Other amortization and non-cash items | 530 | | | 552 | | | 560 | | | 557 | | | 563 | |
| Tax (benefit) expense – deferred and other | (355) | | | (1,242) | | | (2,507) | | | (290) | | | 217 | |
Proportionate share of adjustments to earnings from equity method investments (b) | 1,486 | | | (1,781) | | | 1,303 | | | 988 | | | 4,650 | |
| Proportionate share of adjustments for noncontrolling interests | (6) | | | (5) | | | (5) | | | (6) | | | (8) | |
| Total adjustments | 34,346 | | | (29,425) | | | (1,719) | | | (39,912) | | | 11,844 | |
AFFO Attributable to W. P. Carey (d) | $ | 254,374 | | | $ | 258,826 | | | $ | 245,605 | | | $ | 230,724 | | | $ | 228,676 | |
| | | | | | | | | |
| Summary | | | | | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey (d) | $ | 220,028 | | | $ | 288,251 | | | $ | 247,324 | | | $ | 270,636 | | | $ | 216,832 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share (d) | $ | 1.13 | | | $ | 1.50 | | | $ | 1.31 | | | $ | 1.45 | | | $ | 1.20 | |
AFFO attributable to W. P. Carey (d) | $ | 254,374 | | | $ | 258,826 | | | $ | 245,605 | | | $ | 230,724 | | | $ | 228,676 | |
AFFO attributable to W. P. Carey per diluted share (d) | $ | 1.31 | | | $ | 1.35 | | | $ | 1.30 | | | $ | 1.24 | | | $ | 1.27 | |
| Diluted weighted-average shares outstanding | 194,763,695 | | | 192,416,642 | | | 188,317,117 | | | 186,012,478 | | | 180,668,732 | |
________
(a)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(b)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(c)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(e)Amount for the three months ended June 30, 2022 is primarily comprised of a net loss on foreign currency exchange rate movements of $(37.3) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million.
(f)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant. as such amount was determined to be non-core income.
(g)Amounts for the three months ended March 31, 2022, September 30, 2021 and June 30, 2021 are primarily comprised of reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(h)Amounts are primarily comprised of costs incurred in connection with the Proposed Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
| | | | | | | | |
| | Investing for the long runTM | 9 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| FFO and AFFO, Real Estate – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Net income from Real Estate attributable to W. P. Carey | $ | 123,228 | | | $ | 146,858 | | | $ | 94,634 | | | $ | 130,858 | | | $ | 114,687 | |
| Adjustments: | | | | | | | | | |
| Depreciation and amortization of real property | 114,333 | | | 114,646 | | | 134,149 | | | 114,204 | | | 112,997 | |
| Gain on sale of real estate, net | (31,119) | | | (11,248) | | | (9,511) | | | (1,702) | | | (19,840) | |
| Impairment charges | 6,206 | | | 20,179 | | | 7,945 | | | 16,301 | | | — | |
Proportionate share of adjustments to earnings from equity method investments (a) (b) | 2,934 | | | 7,683 | | | 15,183 | | | 3,290 | | | 3,434 | |
Proportionate share of adjustments for noncontrolling interests (c) | (4) | | | (4) | | | (4) | | | (4) | | | (4) | |
| Total adjustments | 92,350 | | | 131,256 | | | 147,762 | | | 132,089 | | | 96,587 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Real Estate (d) | 215,578 | | | 278,114 | | | 242,396 | | | 262,947 | | | 211,274 | |
| Adjustments: | | | | | | | | | |
Other (gains) and losses (e) | 20,155 | | | (34,418) | | | 27,131 | | | (48,172) | | | (7,472) | |
Straight-line and other leasing and financing adjustments (f) | (14,492) | | | (10,847) | | | (53,380) | | | (10,823) | | | (10,313) | |
Above- and below-market rent intangible lease amortization, net | 10,548 | | | 11,004 | | | 15,082 | | | 12,004 | | | 14,384 | |
| Stock-based compensation | 9,758 | | | 7,833 | | | 6,091 | | | 4,361 | | | 9,048 | |
| Amortization of deferred financing costs | 3,147 | | | 3,128 | | | 3,239 | | | 3,424 | | | 3,447 | |
Merger and other expenses (g) (h) | 1,984 | | | (2,325) | | | (599) | | | (908) | | | (2,599) | |
| Other amortization and non-cash items | 530 | | | 552 | | | 560 | | | 557 | | | 563 | |
| Tax (benefit) expense – deferred and other | (324) | | | (1,189) | | | (1,851) | | | (700) | | | 208 | |
Proportionate share of adjustments to earnings from equity method investments (b) | 368 | | | 167 | | | 325 | | | 1,761 | | | 3,845 | |
Proportionate share of adjustments for noncontrolling interests (c) | (6) | | | (5) | | | (5) | | | (6) | | | (8) | |
| Total adjustments | 31,668 | | | (26,100) | | | (3,407) | | | (38,502) | | | 11,103 | |
AFFO Attributable to W. P. Carey – Real Estate (d) | $ | 247,246 | | | $ | 252,014 | | | $ | 238,989 | | | $ | 224,445 | | | $ | 222,377 | |
| | | | | | | | | |
| Summary | | | | | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Real Estate (d) | $ | 215,578 | | | $ | 278,114 | | | $ | 242,396 | | | $ | 262,947 | | | $ | 211,274 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Real Estate (d) | $ | 1.11 | | | $ | 1.45 | | | $ | 1.29 | | | $ | 1.41 | | | $ | 1.17 | |
AFFO attributable to W. P. Carey – Real Estate (d) | $ | 247,246 | | | $ | 252,014 | | | $ | 238,989 | | | $ | 224,445 | | | $ | 222,377 | |
AFFO attributable to W. P. Carey per diluted share – Real Estate (d) | $ | 1.27 | | | $ | 1.31 | | | $ | 1.27 | | | $ | 1.21 | | | $ | 1.23 | |
| Diluted weighted-average shares outstanding | 194,763,695 | | | 192,416,642 | | | 188,317,117 | | | 186,012,478 | | | 180,668,732 | |
________
(a)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(b)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
(c)Adjustments disclosed elsewhere in this reconciliation are on a consolidated basis. This adjustment reflects our FFO or AFFO on a pro rata basis.
(e)Amount for the three months ended June 30, 2022 is primarily comprised of a net loss on foreign currency exchange rate movements of $(37.0) million and a mark-to-market unrealized gain on our investment in common shares of WLT of $15.4 million.
(f)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant. as such amount was determined to be non-core income.
(g)Amounts for the three months ended March 31, 2022, September 30, 2021 and June 30, 2021 are primarily comprised of reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(h)Amounts are primarily comprised of costs incurred in connection with the Proposed Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
| | | | | | | | |
| | Investing for the long runTM | 10 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| FFO and AFFO, Investment Management – Last Five Quarters |
In thousands, except share and per share amounts.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Net income from Investment Management attributable to W. P. Carey | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | | | $ | 7,689 | | | $ | 5,558 | |
FFO (as defined by NAREIT) Attributable to W. P. Carey – Investment Management (a) | 4,450 | | | 10,137 | | | 4,928 | | | 7,689 | | | 5,558 | |
| Adjustments: | | | | | | | | | |
| Other (gains) and losses | 1,591 | | | (1,327) | | | 1,330 | | | (1,047) | | | (73) | |
| Tax (benefit) expense – deferred and other | (31) | | | (53) | | | (656) | | | 410 | | | 9 | |
Merger and other expenses | — | | | 3 | | | 36 | | | — | | | — | |
Proportionate share of adjustments to earnings from equity method investments (b) | 1,118 | | | (1,948) | | | 978 | | | (773) | | | 805 | |
| Total adjustments | 2,678 | | | (3,325) | | | 1,688 | | | (1,410) | | | 741 | |
AFFO Attributable to W. P. Carey – Investment Management (a) | $ | 7,128 | | | $ | 6,812 | | | $ | 6,616 | | | $ | 6,279 | | | $ | 6,299 | |
| | | | | | | | | |
| Summary | | | | | | | | | |
FFO (as defined by NAREIT) attributable to W. P. Carey – Investment Management (a) | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | | | $ | 7,689 | | | $ | 5,558 | |
FFO (as defined by NAREIT) attributable to W. P. Carey per diluted share – Investment Management (a) | $ | 0.02 | | | $ | 0.05 | | | $ | 0.02 | | | $ | 0.04 | | | $ | 0.03 | |
AFFO attributable to W. P. Carey – Investment Management (a) | $ | 7,128 | | | $ | 6,812 | | | $ | 6,616 | | | $ | 6,279 | | | $ | 6,299 | |
AFFO attributable to W. P. Carey per diluted share – Investment Management (a) | $ | 0.04 | | | $ | 0.04 | | | $ | 0.03 | | | $ | 0.03 | | | $ | 0.04 | |
| Diluted weighted-average shares outstanding | 194,763,695 | | | 192,416,642 | | | 188,317,117 | | | 186,012,478 | | | 180,668,732 | |
________
(b)Equity income, including amounts that are not typically recognized for FFO and AFFO, is recognized within Earnings from equity method investments on the consolidated statements of income. This represents adjustments to equity income to reflect FFO and AFFO on a pro rata basis.
| | | | | | | | |
| | Investing for the long runTM | 11 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
| | | | | |
| Elements of Pro Rata Statement of Income and AFFO Adjustments |
In thousands. For the three months ended June 30, 2022.
We believe that the table below is useful for investors to help them better understand our business by illustrating the impact of each of our AFFO adjustments on our GAAP statement of income line items. This presentation is not an alternative to the GAAP statement of income, nor is AFFO an alternative to net income as determined by GAAP.
| | | | | | | | | | | | | | | | | | | | |
| Equity Method Investments (a) | | Noncontrolling Interests (b) | | AFFO Adjustments | |
| Revenues | | | | | | |
| Real Estate: | | | | | | |
Lease revenues | $ | 6,026 | | | $ | (29) | | | $ | (4,372) | | (c) |
| Income from direct financing leases and loans receivable | — | | | — | | | 453 | | |
| Operating property revenues: | | | | | | |
| Hotel revenues | — | | | — | | | — | | |
| Self-storage revenues | 2,312 | | | — | | | — | | |
| Lease termination income and other | 29 | | | — | | | — | |
|
| | | | | | |
Investment Management: | | | | | | |
| Asset management and other revenue | — | | | — | | | — | | |
| Reimbursable costs from affiliates | — | | | — | | | — | | |
| | | | | | |
| Operating Expenses | | | | | | |
| Depreciation and amortization | 2,912 | | | (4) | | | (117,438) | | (d) |
| General and administrative | 8 | | | — | | | — | | |
Reimbursable tenant costs | 651 | | | (7) | | | — | |
|
Property expenses, excluding reimbursable tenant costs | 335 | | | — | | | (367) | | (e) |
Stock-based compensation expense | — | | | — | | | (9,758) | | (e) |
| Impairment charges | — | | | — | | | (6,206) | | (e) |
| Operating property expenses: | — | | | | | | |
| Hotel expenses | — | | | — | | | — | | |
| Self-storage expenses | 794 | | | — | | | (28) | | |
| Merger and other expenses | — | | | — | | | (1,984) | | (f) |
Reimbursable costs from affiliates | — | | | — | | | — | | |
| | | | | | |
| Other Income and Expenses | | | | | | |
| Interest expense | (1,195) | | | — | | | 3,125 | | (g) |
| Gain on sale of real estate, net | — | | | — | | | (31,119) | | |
| Other gains and (losses) | (111) | | | 5 | | | 21,852 | | (h) |
| Earnings from equity method investments: | | | | | |
Income related to our general partnership interest in CPA:18 – Global | — | | | — | | | — | | |
| Income related to joint ventures | (2,451) | | | — | | | 177 | | (i) |
| Income related to our ownership in the Managed Programs | — | | | — | | | 1,118 | | |
| Non-operating income | (3) | | | — | | | — | | |
| | | | | | |
| Provision for income taxes | 93 | | | — | | | (319) | | (j) |
| Net income attributable to noncontrolling interests | — | | | 13 | | | — | | |
________
(a)Represents the break-out by line item of amounts recorded in Earnings from equity method investments.
(b)Represents the break-out by line item of amounts recorded in Net income attributable to noncontrolling interests.
(c)Represents the reversal of amortization of above- or below-market lease intangibles of $10.5 million and the elimination of non-cash amounts related to straight-line rent and other of $14.9 million.
(d)Adjustment is a non-cash adjustment excluding corporate depreciation and amortization.
(e)Adjustment to exclude a non-cash item.
(f)Primarily comprised of costs incurred in connection with the Proposed Merger.
(g)Represents the elimination of non-cash components of interest expense, such as deferred financing costs, debt premiums and discounts.
(h)Represents eliminations of gains (losses) related to the extinguishment of debt, unrealized gains (losses) on foreign currency exchange rate movements, gains (losses) on marketable securities, non-cash allowance for credit losses on loans receivable and direct financing leases, and other items.
(i)Adjustments to include our pro rata share of AFFO adjustments from equity method investments.
(j)Primarily represents the elimination of deferred taxes.
| | | | | | | | |
| | Investing for the long runTM | 12 |
W. P. Carey Inc.
Financial Results – Second Quarter 2022
In thousands. For the three months ended June 30, 2022.
| | | | | |
| Tenant Improvements and Leasing Costs | |
| Tenant improvements | $ | 2,904 | |
| Leasing costs | 1,731 | |
| Tenant Improvements and Leasing Costs | 4,635 | |
| |
| Maintenance Capital Expenditures | |
| Net-lease properties | 1,465 | |
| Operating properties | 33 | |
| Maintenance Capital Expenditures | 1,498 | |
| |
| Total: Tenant Improvements and Leasing Costs, and Maintenance Capital Expenditures | $ | 6,133 | |
| |
| Non-Maintenance Capital Expenditures | |
| Net-lease properties | $ | — | |
| Operating properties | — | |
| Non-Maintenance Capital Expenditures | $ | — | |
| |
| Other Capital Expenditures | |
| Net-lease properties | $ | 978 | |
| Operating properties | — | |
| Other Capital Expenditures | $ | 978 | |
| | | | | | | | |
| | Investing for the long runTM | 13 |
W. P. Carey Inc.
Balance Sheets and Capitalization
Second Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 14 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2022
| | | | | |
| Consolidated Balance Sheets |
In thousands, except share and per share amounts.
| | | | | | | | | | | |
| June 30, 2022 | | December 31, 2021 |
| Assets | | | |
| Investments in real estate: | | | |
Land, buildings and improvements (a) | $ | 12,026,671 | | | $ | 11,875,407 | |
| Net investments in direct financing leases and loans receivable | 786,462 | | | 813,577 | |
In-place lease intangible assets and other | 2,384,032 | | | 2,386,000 | |
Above-market rent intangible assets | 822,470 | | | 843,410 | |
| Investments in real estate | 16,019,635 | | | 15,918,394 | |
Accumulated depreciation and amortization (b) | (3,043,146) | | | (2,889,294) | |
| Assets held for sale, net | — | | | 8,269 | |
| Net investments in real estate | 12,976,489 | | | 13,037,369 | |
Equity method investments (c) | 344,360 | | | 356,637 | |
| Cash and cash equivalents | 103,590 | | | 165,427 | |
| Due from affiliates | 18,937 | | | 1,826 | |
| Other assets, net | 1,119,389 | | | 1,017,842 | |
| Goodwill | 891,464 | | | 901,529 | |
| Total assets | $ | 15,454,229 | | | $ | 15,480,630 | |
| | | |
| Liabilities and Equity | | | |
| Debt: | | | |
| Senior unsecured notes, net | $ | 5,471,066 | | | $ | 5,701,913 | |
| Unsecured term loans, net | 548,287 | | | 310,583 | |
| Unsecured revolving credit facility | 417,455 | | | 410,596 | |
| Non-recourse mortgages, net | 328,820 | | | 368,524 | |
| Debt, net | 6,765,628 | | | 6,791,616 | |
| Accounts payable, accrued expenses and other liabilities | 529,719 | | | 572,846 | |
Below-market rent and other intangible liabilities, net | 174,766 | | | 183,286 | |
| Deferred income taxes | 135,128 | | | 145,572 | |
| Dividends payable | 207,526 | | | 203,859 | |
| Total liabilities | 7,812,767 | | | 7,897,179 | |
| | | |
Preferred stock, $0.001 par value, 50,000,000 shares authorized; none issued | — | | | — | |
Common stock, $0.001 par value, 450,000,000 shares authorized; 192,891,792 and 190,013,751 shares, respectively, issued and outstanding | 193 | | | 190 | |
| Additional paid-in capital | 10,201,614 | | | 9,977,686 | |
| Distributions in excess of accumulated earnings | (2,352,839) | | | (2,224,231) | |
| Deferred compensation obligation | 57,012 | | | 49,810 | |
| Accumulated other comprehensive loss | (266,157) | | | (221,670) | |
| Total stockholders' equity | 7,639,823 | | | 7,581,785 | |
| Noncontrolling interests | 1,639 | | | 1,666 | |
| Total equity | 7,641,462 | | | 7,583,451 | |
| Total liabilities and equity | $ | 15,454,229 | | | $ | 15,480,630 | |
________
(a)Includes $83.7 million of amounts attributable to operating properties as of both June 30, 2022 and December 31, 2021.
(b)Includes $1.5 billion of accumulated depreciation on buildings and improvements as of both June 30, 2022 and December 31, 2021, and $1.5 billion and $1.4 billion of accumulated amortization on lease intangibles as of June 30, 2022 and December 31, 2021, respectively.
(c)Our equity method investments in real estate totaled $280.7 million and $291.9 million as of June 30, 2022 and December 31, 2021, respectively. Our equity method investments in the Managed Programs totaled $63.7 million and $64.7 million as of June 30, 2022 and December 31, 2021, respectively.
| | | | | | | | |
| | Investing for the long runTM | 15 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2022
In thousands, except share and per share amounts. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Description | | Shares | | Share Price | | Market Value |
| Equity | | | | | | | |
| Common equity | | | | 192,891,792 | | | $ | 82.86 | | | $ | 15,983,014 | |
| Preferred equity | | | | | | | | — | |
| Total Equity Market Capitalization | | | | | | 15,983,014 | |
| | | | | | | | |
| | | | | | | | Outstanding Balance (a) |
| Pro Rata Debt | | | | | | | |
| Unsecured term loans (due February 20, 2025) | | | | | | | 550,108 | |
| Non-recourse mortgages | | | | | | | | 499,687 | |
| Unsecured revolving credit facility (due February 20, 2025) | | | | | | | 417,455 | |
| Senior unsecured notes: | | | | | | | |
| Due April 1, 2024 (USD) | | | | | | 500,000 | |
| Due July 19, 2024 (EUR) | | | | | | 519,350 | |
| Due February 1, 2025 (USD) | | | | | | 450,000 | |
| Due April 9, 2026 (EUR) | | | | | | 519,350 | |
| Due October 1, 2026 (USD) | | | | | | 350,000 | |
| Due April 15, 2027 (EUR) | | | | | | 519,350 | |
| Due April 15, 2028 (EUR) | | | | | | 519,350 | |
| Due July 15, 2029 (USD) | | | | | | 325,000 | |
| Due June 1, 2030 (EUR) | | | | | | 545,318 | |
| Due February 1, 2031 (USD) | | | | | | 500,000 | |
| Due February 1, 2032 (USD) | | | | | | 350,000 | |
| Due April 1, 2033 (USD) | | | | | | 425,000 | |
| Total Pro Rata Debt | | | | | | 6,989,968 | |
| | | | | | | | |
| Total Capitalization | | | | | | $ | 22,972,982 | |
________
(a)Excludes unamortized discount, net totaling $28.3 million and unamortized deferred financing costs totaling $25.8 million as of June 30, 2022.
| | | | | | | | |
| | Investing for the long runTM | 16 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2022
Dollars in thousands. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| USD-Denominated | | | EUR-Denominated | | | Other Currencies (a) | | | Total |
| | | | | | | | | | | | | | | | Outstanding Balance | | | | |
| Out-standing Balance (in USD) | | Weigh-ted Avg. Interest Rate | | | Out-standing Balance (in USD) | | Weigh-ted Avg. Interest Rate | | | Out-standing Balance (in USD) | | Weigh-ted Avg. Interest Rate | | | Amount (in USD) | | % of Total | | Weigh-ted Avg. Interest Rate | | Weigh-ted Avg. Maturity (Years) |
Non-Recourse Debt (b) (c) | | | | | | | | | | | | | | | | | | | | | | |
| Fixed | $ | 204,987 | | | 5.3 | % | | | $ | 65,148 | | | 2.9 | % | | | $ | 17,607 | | | 4.4 | % | | | $ | 287,742 | | | 4.1 | % | | 4.7 | % | | 2.3 | |
| Variable: | | | | | | | | | | | | | | | | | | | | | | |
| Swapped | 9,811 | | | 3.9 | % | | | 121,352 | | | 2.2 | % | | | — | | | — | % | | | 131,163 | | | 1.9 | % | | 2.3 | % | | 1.5 | |
| Floating | — | | | — | % | | | 69,764 | | | 1.7 | % | | | — | | | — | % | | | 69,764 | | | 0.9 | % | | 1.7 | % | | 0.7 | |
| Capped | — | | | — | % | | | 11,018 | | | 1.6 | % | | | — | | | — | % | | | 11,018 | | | 0.2 | % | | 1.6 | % | | 1.1 | |
Total Pro Rata Non-Recourse Debt | 214,798 | | | 5.3 | % | | | 267,282 | | | 2.2 | % | | | 17,607 | | | 4.4 | % | | | 499,687 | | | 7.1 | % | | 3.6 | % | | 1.8 | |
| | | | | | | | | | | | | | | | | | | | | | |
Recourse Debt (b) (c) | | | | | | | | | | | | | | | | | | | | | | |
| Fixed – Senior unsecured notes: | | | | | | | | | | | | | | | | | | | | | |
| Due April 1, 2024 | 500,000 | | | 4.6 | % | | | — | | | — | % | | | — | | | — | % | | | 500,000 | | | 7.2 | % | | 4.6 | % | | 1.8 | |
| Due July 19, 2024 | — | | | — | % | | | 519,350 | | | 2.3 | % | | | — | | | — | % | | | 519,350 | | | 7.4 | % | | 2.3 | % | | 2.1 | |
| Due February 1, 2025 | 450,000 | | | 4.0 | % | | | — | | | — | % | | | — | | | — | % | | | 450,000 | | | 6.4 | % | | 4.0 | % | | 2.6 | |
| Due April 9, 2026 | — | | | — | % | | | 519,350 | | | 2.3 | % | | | — | | | — | % | | | 519,350 | | | 7.4 | % | | 2.3 | % | | 3.8 | |
| Due October 1, 2026 | 350,000 | | | 4.3 | % | | | — | | | — | % | | | — | | | — | % | | | 350,000 | | | 5.0 | % | | 4.3 | % | | 4.3 | |
| Due April 15, 2027 | — | | | — | % | | | 519,350 | | | 2.1 | % | | | — | | | — | % | | | 519,350 | | | 7.4 | % | | 2.1 | % | | 4.8 | |
| Due April 15, 2028 | — | | | — | % | | | 519,350 | | | 1.4 | % | | | — | | | — | % | | | 519,350 | | | 7.4 | % | | 1.4 | % | | 5.8 | |
| Due July 15, 2029 | 325,000 | | | 3.9 | % | | | — | | | — | % | | | — | | | — | % | | | 325,000 | | | 4.7 | % | | 3.9 | % | | 7.0 | |
| Due June 1, 2030 | — | | | — | % | | | 545,318 | | | 1.0 | % | | | — | | | — | % | | | 545,318 | | | 7.8 | % | | 1.0 | % | | 7.9 | |
| Due February 1, 2031 | 500,000 | | | 2.4 | % | | | — | | | — | % | | | — | | | — | % | | | 500,000 | | | 7.2 | % | | 2.4 | % | | 8.6 | |
| Due February 1, 2032 | 350,000 | | | 2.5 | % | | | — | | | — | % | | | — | | | — | % | | | 350,000 | | | 5.0 | % | | 2.5 | % | | 4.8 | |
| Due April 1, 2033 | 425,000 | | | 2.3 | % | | | — | | | — | % | | | — | | | — | % | | | 425,000 | | | 6.1 | % | | 2.3 | % | | 10.8 | |
Total Senior Unsecured Notes | 2,900,000 | | | 3.4 | % | | | 2,622,718 | | | 1.8 | % | | | — | | | — | % | | | 5,522,718 | | | 79.0 | % | | 2.6 | % | | 5.3 | |
Variable: | | | | | | | | | | | | | | | | | | | | | | |
Unsecured term loans (due February 20, 2025) (d) | — | | | — | % | | | 223,321 | | | 1.0 | % | | | 326,787 | | | 2.2 | % | | | 550,108 | | | 7.9 | % | | 1.7 | % | | 2.6 | |
Unsecured revolving credit facility (due February 20, 2025) (e) | 151,000 | | | 2.4 | % | | | 248,769 | | | 0.9 | % | | | 17,686 | | | 0.9 | % | | | 417,455 | | | 6.0 | % | | 1.4 | % | | 2.6 | |
| Total Recourse Debt | 3,051,000 | | | 3.4 | % | | | 3,094,808 | | | 1.6 | % | | | 344,473 | | | 2.1 | % | | | 6,490,281 | | | 92.9 | % | | 2.5 | % | | 4.9 | |
| | | | | | | | | | | | | | | | | | | | | | |
Total Pro Rata Debt Outstanding | $ | 3,265,798 | | | 3.5 | % | | | $ | 3,362,090 | | | 1.7 | % | | | $ | 362,080 | | | 2.2 | % | | | $ | 6,989,968 | | | 100.0 | % | | 2.6 | % | | 4.9 | |
________
(a)Other currencies include debt denominated in British pound sterling, Norwegian krone and Japanese yen.
(c)Excludes unamortized discount, net totaling $28.3 million and unamortized deferred financing costs totaling $25.8 million as of June 30, 2022.
(d)We incurred interest at SONIA plus 0.9826% or EURIBOR plus 0.95% on our Unsecured term loans.
(e)Depending on the currency, we incurred interest on our Unsecured revolving credit facility at LIBOR plus 0.85%, EURIBOR plus 0.85% or TIBOR plus 0.85%. Each has a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility (net of amounts reserved for standby letters of credit) was approximately $1.4 billion as of June 30, 2022.
| | | | | | | | |
| | Investing for the long runTM | 17 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2022
Dollars in thousands. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Real Estate | | Debt |
| | Number of Properties (a) | | | | Weighted-Average Interest Rate | | | | Total Outstanding Balance (b) (c) | | % of Total Outstanding Balance |
| Year of Maturity | | | ABR (a) | | | Balloon | | |
| Non-Recourse Debt | | | | | | | | | | | | |
| Remaining 2022 | | 4 | | | $ | 12,034 | | | 4.6 | % | | $ | 40,068 | | | $ | 40,413 | | | 0.6 | % |
| 2023 | | 20 | | | 39,369 | | | 3.0 | % | | 225,720 | | | 232,747 | | | 3.3 | % |
| 2024 | | 30 | | | 19,893 | | | 2.9 | % | | 100,443 | | | 108,244 | | | 1.5 | % |
| 2025 | | 9 | | | 11,345 | | | 4.8 | % | | 43,953 | | | 55,834 | | | 0.8 | % |
| 2026 | | 4 | | | 8,872 | | | 6.0 | % | | 30,638 | | | 37,953 | | | 0.6 | % |
| 2027 | | 1 | | | — | | | 4.3 | % | | 21,450 | | | 21,450 | | | 0.3 | % |
| 2031 | | 1 | | | 1,004 | | | 6.0 | % | | — | | | 3,046 | | | — | % |
Total Pro Rata Non-Recourse Debt | | 69 | | | $ | 92,517 | | | 3.6 | % | | $ | 462,272 | | | 499,687 | | | 7.1 | % |
| | | | | | | | | | | | |
| Recourse Debt | | | | | | | | | | | | |
| Fixed – Senior unsecured notes: | | | | | | | | | | | | |
| Due April 1, 2024 (USD) | | 4.6 | % | | | | 500,000 | | | 7.2 | % |
| Due July 19, 2024 (EUR) | | 2.3 | % | | | | 519,350 | | | 7.4 | % |
| Due February 1, 2025 (USD) | | 4.0 | % | | | | 450,000 | | | 6.4 | % |
| Due April 9, 2026 (EUR) | | 2.3 | % | | | | 519,350 | | | 7.4 | % |
| Due October 1, 2026 (USD) | | 4.3 | % | | | | 350,000 | | | 5.0 | % |
| Due April 15, 2027 (EUR) | | 2.1 | % | | | | 519,350 | | | 7.4 | % |
| Due April 15, 2028 (EUR) | | 1.4 | % | | | | 519,350 | | | 7.4 | % |
| Due July 15, 2029 (USD) | | 3.9 | % | | | | 325,000 | | | 4.7 | % |
| Due June 1, 2030 (EUR) | | 1.0 | % | | | | 545,318 | | | 7.8 | % |
| Due February 1, 2031 (USD) | | 2.4 | % | | | | 500,000 | | | 7.2 | % |
| Due February 1, 2032 (USD) | | 2.5 | % | | | | 350,000 | | | 5.0 | % |
| Due April 1, 2033 (USD) | | 2.3 | % | | | | 425,000 | | | 6.1 | % |
| Total Senior Unsecured Notes | | 2.6 | % | | | | 5,522,718 | | | 79.0 | % |
Variable: | | | | | | | | | | | | |
Unsecured term loans (due February 20, 2025) (d) | | 1.7 | % | | | | 550,108 | | | 7.9 | % |
Unsecured revolving credit facility (due February 20, 2025) (e) | | 1.4 | % | | | | 417,455 | | | 6.0 | % |
| Total Recourse Debt | | 2.5 | % | | | | 6,490,281 | | | 92.9 | % |
| | | | | | | | |
| Total Pro Rata Debt Outstanding | | 2.6 | % | | | | $ | 6,989,968 | | | 100.0 | % |
________
(a)Represents the number of properties and ABR associated with the debt that is maturing in each respective year.
(b)Debt maturity data is presented on a pro rata basis. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of pro rata. Total outstanding balance includes balloon payments and scheduled amortization for our non-recourse debt. (c)Excludes unamortized discount, net totaling $28.3 million and unamortized deferred financing costs totaling $25.8 million as of June 30, 2022.
(d)We incurred interest at SONIA plus 0.9826% or EURIBOR plus 0.95% on our Unsecured term loans.
(e)Depending on the currency, we incurred interest on our Unsecured revolving credit facility at LIBOR plus 0.85%, EURIBOR plus 0.85% or TIBOR plus 0.85%. Each has a floor of 0.00% under the terms of our credit agreement. Availability under our Unsecured revolving credit facility (net of amounts reserved for standby letters of credit) was approximately $1.4 billion as of June 30, 2022.
| | | | | | | | |
| | Investing for the long runTM | 18 |
W. P. Carey Inc.
Balance Sheets and Capitalization – Second Quarter 2022
As of June 30, 2022.
Ratings
| | | | | | | | | | | | | | | | | | | | |
| | Issuer | | Senior Unsecured Notes |
| Ratings Agency | | Rating | | Outlook | | Rating |
| Moody's | | Baa2 | | Positive | | Baa2 |
| Standard & Poor’s | | BBB | | Positive | | BBB |
Senior Unsecured Note Covenants
The following is a summary of the key financial covenants for the Senior Unsecured Notes, along with our estimated calculations of our compliance with those covenants at the end of the period presented. These ratios are not measures of our liquidity or performance and serve only to demonstrate our ability to incur additional debt, as permitted by the covenants for the Senior Unsecured Notes.
| | | | | | | | | | | | | | | | | | | | |
| Covenant | | Metric | | Required | | As of Jun. 30, 2022 |
| Limitation on the incurrence of debt | | "Total Debt" / "Total Assets" | | ≤ 60% | | 38.2% |
| Limitation on the incurrence of secured debt | | "Secured Debt" / "Total Assets" | | ≤ 40% | | 1.8% |
Limitation on the incurrence of debt based on consolidated EBITDA to annual debt service charge | | "Consolidated EBITDA" / "Annual Debt Service Charge" | | ≥ 1.5x | | 6.8x |
| Maintenance of unencumbered asset value | | "Unencumbered Assets" / "Total Unsecured Debt" | | ≥ 150% | | 246.0% |
| | | | | | | | |
| | Investing for the long runTM | 19 |
W. P. Carey Inc.
Real Estate
Second Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 20 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
Investment Activity – Capital Investments and Commitments (a) |
Dollars in thousands. Pro rata.
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| | | | Primary Transaction Type | | Property Type | | Expected Completion / Closing Date | | Gross Square Footage | | Lease Term (Years) (b) | | Funded During Three Months Ended Jun. 30, 2022 | | Total Funded Through Jun. 30, 2022 | | Maximum Commitment / Gross Investment Amount |
| Tenant | | Location | | | | | | | | | Remaining | | Total |
Upfield Group B.V. (c) | | Wageningen, The Netherlands | | Build-to-Suit | | Laboratory | | Q3 2022 | | 63,762 | | | 20 | | | $ | 1,005 | | | $ | 24,483 | | | $ | 1,177 | | | $ | 25,660 | |
Ontex BVBA (d) | | Radomsko, Poland | | Expansion | | Industrial | | Q3 2022 | | 463,817 | | | 20 | | | 13,309 | | | 18,127 | | | 5,638 | | | 23,765 | |
| Berry Global Inc. (2 properties) | | Various, USA | | Renovation | | Industrial | | Q4 2022 | | N/A | | 17 | | | — | | | — | | | 20,000 | | | 20,000 | |
COOP Danmark A/S (13 properties) (d) (e) | | Various, Denmark | | Purchase Commitment | | Retail | | Various | | 200,177 | | | 15 | | | — | | | — | | | 49,342 | | | 49,342 | |
| Outfront Media, LLC (3 properties) | | Various, NJ | | Build-to-Suit | | Outdoor Advertising | | Various | | N/A | | 30 | | | — | | | 4,172 | | | 137 | | | 4,309 | |
| Expected Completion Date 2022 Total | | | | | | 727,756 | | | 18 | | | 14,314 | | | 46,782 | | | 76,294 | | | 123,076 | |
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Hellweg Die Profi-Baumärkte GmbH & Co. KG (2 properties) (d) | | Various, Germany | | Renovation | | Retail | | Q1 2023 | | N/A | | 15 | | | — | | | — | | | 2,181 | | | 2,181 | |
| National Coatings & Supplies, Inc. | | Nashville, TN | | Expansion | | Warehouse | | Q1 2023 | | 13,500 | | | 17 | | | — | | | — | | | 2,100 | | | 2,100 | |
| Chattem, Inc. | | Chattanooga, TN | | Expansion | | Warehouse | | Q2 2023 | | 120,000 | | | 10 | | | — | | | — | | | 22,752 | | | 22,752 | |
| Expected Completion Date 2023 Total | | | | | | 133,500 | | | 11 | | | — | | | — | | | 27,033 | | | 27,033 | |
| | | | | | | | | | | | | | | | | | | | |
Fraikin SAS (d) | | Various, France | | Renovation | | Industrial | | Q4 2024 | | N/A | | 18 | | | — | | | — | | | 7,167 | | | 7,167 | |
| Expected Completion Date 2024 Total | | | | | | N/A | | 18 | | | — | | | — | | | 7,167 | | | 7,167 | |
| | | | | | | | | | | | | | | | | | | | |
| Capital Investments and Commitments Total | | | | | | 861,256 | | | 17 | | | $ | 14,314 | | | $ | 46,782 | | | $ | 110,494 | | | $ | 157,276 | |
________
(a)This schedule includes future estimates for which we can give no assurance as to timing or amounts. Completed capital investments and commitments are included in the Investment Activity – Investment Volume section. Funding amounts exclude capitalized construction interest. (b)Total lease terms are based on weighted-average ABR for the investments expected upon completion.
(c)This project was completed in July 2022. Maximum commitment excludes construction rent and is based on the exchange rate of the euro on the date of completion.
(d)Commitment amounts are based on the applicable exchange rate at period end.
(e)Properties are expected to be acquired upon completion of renovations.
| | | | | | | | |
| | Investing for the long runTM | 21 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
| Investment Activity – Investment Volume |
Dollars in thousands. Pro rata. For the six months ended June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Property Type(s) | | Closing Date / Asset Completion Date | | Gross Investment Amount | | Investment Type | | Lease Term (Years) (a) | | Gross Square Footage |
| Tenant / Lease Guarantor | | Property Location(s) | | | | | | |
| 1Q22 | | | | | | | | | | | | | | |
| Balcan Innovations Inc. | | Pleasant Prairie, WI | | Industrial | | Jan-22 | | $ | 20,024 | | | Sale-leaseback | | 20 | | | 175,168 | |
Memora Servicios Funerarios S.L (26 properties) (b) | | Various, Spain | | Funeral Home | | Feb-22 | | 146,364 | | | Sale-leaseback | | 30 | | | 370,204 | |
COOP Danmark A/S (8 properties) (b) | | Various, Denmark | | Retail | | Feb-22 | | 33,976 | | | Sale-leaseback | | 15 | | | 121,263 | |
Metra S.p.A. (b) | | Laval, Canada | | Industrial | | Feb-22 | | 21,459 | | | Sale-leaseback | | 25 | | | 162,600 | |
Chattem, Inc. (c) | | Chattanooga, TN | | Warehouse | | Mar-22 | | 43,198 | | | Acquisition | | 7 | | | 689,450 | |
| Orgill, Inc. | | Hurricane, UT | | Warehouse | | Mar-22 | | 20,000 | | | Expansion | | 20 | | | 427,680 | |
Jumbo Food Groep B.V. (b) | | Breda, Netherlands | | Warehouse | | Mar-22 | | 4,721 | | | Expansion | | 14 | | | 41,893 | |
| 1Q22 Total | | | | | | | | 289,742 | | | | | 23 | | | 1,988,258 | |
| | | | | | | | | | | | | | |
| 2Q22 | | | | | | | | | | | | | | |
| Henkel AG & Co. | | Bowling Green, KY | | Warehouse | | Apr-22 | | 69,475 | | | Renovation | | 15 | | | N/A |
| Innophos Holdings, Inc. (6 properties) | | Various, United States (4 properties), Canada (1 property), and Mexico (1 property) | | Industrial | | Apr-22; May-22 | | 80,595 | | | Sale-leaseback | | 25 | | | 1,169,654 | |
| Highline Warren LLC (6 properties) | | Various, United States | | Industrial; Warehouse | | May-22 | | 110,381 | | | Sale-leaseback | | 24 | | | 1,578,198 | |
COOP Danmark A/S (10 properties) (b) | | Various, Denmark | | Retail | | Jun-22 | | 42,635 | | | Sale-leaseback | | 15 | | | 163,000 | |
| Friction Products Co. | | Medina, OH | | Industrial | | Jun-22 | | 28,913 | | | Sale-leaseback | | 20 | | | 368,465 | |
| Turkey Hill, LLC (2 properties) | | Searcy, AR and Conestoga, PA | | Industrial | | Jun-22 | | 10,000 | | | Renovation | | 25 | | | N/A |
Van Mossel Automotive (5 properties) (b) (d) | | Various, Belgium | | Retail | | Jun-22 | | 19,795 | | | Sale-leaseback | | 17 | | | 125,755 | |
Greenyard NV (b) | | Bree, Belgium | | Warehouse | | Jun-22 | | 96,697 | | | Sale-leaseback | | 20 | | | 1,876,456 | |
| 2Q22 Total | | | | | | | | 458,491 | | | | | 21 | | | 5,281,528 | |
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| Year-to-Date Total | | | | | | | | 748,233 | | | | | 21 | | | 7,269,786 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Property Type(s) | | Funded During Current Quarter | | Funded Year to Date | | Expected Funding Completion Date | | Total Funded | | Maximum Commitment |
| Description | | Property Location(s) | | | | | | |
| Construction Loan | | | | | | | | | | | | | | |
Southwest Corner of Las Vegas Boulevard & Harmon Avenue Retail Complex (e) | | Las Vegas, NV | | Retail | | $ | 19,322 | | | $ | 37,281 | | | Q4 2023 | | $ | 140,995 | | | $ | 261,887 | |
| Total | | | | | | | | 37,281 | | | | | | | |
| | | | | | | | | | | | | | |
| Year-to-Date Total Investment Volume | | | | | | $ | 785,514 | | | | | | | |
________
(a)Total lease terms are based on weighted-average ABR for the investments as of the respective period ends.
(b)Amount reflects the applicable exchange rate on the date of the transaction.
(c)We also committed to fund an additional $22.8 million for an expansion at this facility, which is expected to be completed in the second quarter of 2023.
(d)This investment is accounted for as a loan receivable within Net investments in direct financing leases and loans receivable on our consolidated balance sheets, in accordance with ASC 310, Receivables and ASC 842, Leases.
(e)This construction loan is accounted for as an equity method investment on our consolidated balance sheets, in accordance with U.S. GAAP. The interest rate is 6.0% and interest income is recognized within Earnings from equity method investments on our consolidated statements of income.
| | | | | | | | |
| | Investing for the long runTM | 22 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
| Investment Activity – Dispositions |
Dollars in thousands. Pro rata. For the six months ended June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Tenant / Lease Guarantor | | Property Location(s) | | Gross Sale Price | | Closing Date | | Property Type(s) | | Gross Square Footage |
| 1Q22 | | | | | | | | | | |
| Vacant | | Flora, MS | | $ | 5,500 | | | Jan-22 | | Warehouse | | 102,498 | |
| Barnes & Noble, Inc. | | Braintree, MA | | 13,800 | | | Feb-22 | | Retail | | 19,661 | |
Pendragon PLC (3 properties) (a) | | Ardrossan, Blackpool and Stourbridge, United Kingdom | | 3,234 | | | Mar-22 | | Retail | | 36,199 | |
| Vacant | | Anchorage, AK | | 4,075 | | | Mar-22 | | Warehouse | | 40,512 | |
| 1Q22 Total | | | | 26,609 | | | | | | | 198,870 | |
| | | | | | | | | | |
| 2Q22 | | | | | | | | | | |
Pendragon PLC (2 properties) (a) | | Livingston and Stoke-on-Trent, United Kingdom | | 3,275 | | | Apr-22 | | Retail | | 29,678 | |
Barrett Steel Limited (a) | | Newbridge, United Kingdom | | 17,444 | | | Apr-22 | | Warehouse | | 213,394 | |
| Plastic Technology Holdings, LLC | | Baraboo, WI | | 18,650 | | | Apr-22 | | Industrial | | 615,048 | |
| Vacant | | Waterford Township, MI | | 3,690 | | | Apr-22 | | Retail | | 103,018 | |
Vacant (a) | | Kotka, Finland | | 1,689 | | | May-22 | | Warehouse | | 150,884 | |
| TNT Crust Parent, LLC (2 properties) | | St. Charles, MO and Green Bay, WI | | 48,000 | | | Jun-22 | | Industrial | | 176,993 | |
| 2Q22 Total | | | | 92,748 | | | | | | | 1,289,015 | |
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| Year-to-Date Total Dispositions | | $ | 119,357 | | | | | | | 1,487,885 | |
________
(a)Amount reflects the applicable exchange rate on the date of the transaction.
| | | | | | | | |
| | Investing for the long runTM | 23 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
Dollars in thousands. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Joint Venture or JV (Principal Tenant) | | JV Partnership | | Consolidated | | Pro Rata (a) |
| Partner | | WPC % | | Debt Outstanding (b) | | ABR | | Debt Outstanding (c) | | ABR |
Unconsolidated Joint Ventures (Equity Method Investments) (d) | | | | | | | | |
Kesko Senukai (e) | | Third party | | 70.00% | | $ | 104,236 | | | $ | 13,629 | | | $ | 72,966 | | | $ | 9,540 | |
| State Farm Mutual Automobile Insurance Co. | | CPA:18 – Global | | 50.00% | | 72,800 | | | 8,152 | | | 36,400 | | | 4,076 | |
Bank Pekao (e) | | CPA:18 – Global | | 50.00% | | 38,097 | | | 8,576 | | | 19,049 | | | 4,288 | |
Apply Sørco AS (e) | | CPA:18 – Global | | 49.00% | | 35,933 | | | 4,249 | | | 17,607 | | | 2,082 | |
Fortenova Grupa d.d. (e) | | CPA:18 – Global | | 20.00% | | 14,805 | | | 3,232 | | | 2,961 | | | 646 | |
| Total Unconsolidated Joint Ventures | | | | 265,871 | | | 37,838 | | | 148,983 | | | 20,632 | |
| | | | | | | | | | | | |
Consolidated Joint Ventures | | | | | | | | | | | |
| McCoy-Rockford, Inc. | | Third party | | 90.00% | | — | | | 917 | | | — | | | 826 | |
| Total Consolidated Joint Ventures | | | | — | | | 917 | | | — | | | 826 | |
Total Unconsolidated and Consolidated Joint Ventures | | $ | 265,871 | | | $ | 38,755 | | | $ | 148,983 | | | $ | 21,458 | |
________
(b)Excludes unamortized deferred financing costs totaling less than $0.1 million and unamortized discount, net totaling $0.2 million as of June 30, 2022.
(c)Excludes unamortized deferred financing costs totaling less than $0.1 million and unamortized discount, net totaling $0.1 million as of June 30, 2022.
(d)Excludes (i) a 90.00% equity position in a jointly owned investment, Johnson Self Storage (comprised of nine self-storage operating properties), which did not have debt outstanding as of June 30, 2022, (ii) a 15.00% common equity interest in a jointly owned investment, the Harmon Retail Corner in Las Vegas, and (iii) a construction loan for a retail complex in Las Vegas, Nevada, accounted for as an equity method investment in real estate, as described in the Components of Net Asset Value section. (e)Amounts are based on the applicable exchange rate at the end of the period.
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| | Investing for the long runTM | 24 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
Dollars in thousands. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Tenant / Lease Guarantor | | Description | | Number of Properties | | ABR | | ABR % | | Weighted-Average Lease Term (Years) |
| U-Haul Moving Partners Inc. and Mercury Partners, LP | | Net lease self-storage properties in the U.S. | | 78 | | | $ | 38,751 | | | 3.0 | % | | 1.8 | |
State of Andalucía (a) | | Government office properties in Spain | | 70 | | | 28,506 | | | 2.2 | % | | 12.5 | |
Hellweg Die Profi-Baumärkte GmbH & Co. KG (a) | | Do-it-yourself retail properties in Germany | | 35 | | | 26,537 | | | 2.1 | % | | 14.7 | |
Metro Cash & Carry Italia S.p.A. (a) | | Business-to-business wholesale stores in Italy and Germany | | 20 | | | 26,492 | | | 2.1 | % | | 6.3 | |
| Extra Space Storage, Inc. | | Net lease self-storage properties in the U.S. | | 27 | | | 22,957 | | | 1.8 | % | | 21.8 | |
OBI Group (a) | | Do-it-yourself retail properties in Poland | | 26 | | | 21,515 | | | 1.7 | % | | 8.1 | |
| Marriott Corporation | | Net lease hotel properties in the U.S. | | 18 | | | 21,350 | | | 1.7 | % | | 1.6 | |
| Nord Anglia Education, Inc. | | K-12 private schools in the U.S. | | 3 | | | 20,981 | | | 1.7 | % | | 21.2 | |
Pendragon PLC (a) | | Automotive dealerships in the United Kingdom | | 63 | | | 20,214 | | | 1.6 | % | | 12.9 | |
| Advance Auto Parts, Inc. | | Distribution facilities in the U.S. | | 29 | | | 19,851 | | | 1.6 | % | | 10.6 | |
Total (b) | | | | 369 | | | $ | 247,154 | | | 19.5 | % | | 10.5 | |
________
(a)ABR amounts are subject to fluctuations in foreign currency exchange rates.
| | | | | | | | |
| | Investing for the long runTM | 25 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
| Diversification by Property Type |
In thousands, except percentages. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
| Property Type | | ABR | | ABR % | | Square Footage (a) | | Square Footage % |
| U.S. | | | | | | | | |
| Industrial | | $ | 266,281 | | | 20.9 | % | | 45,625 | | | 28.3 | % |
| Warehouse | | 189,326 | | | 14.9 | % | | 37,968 | | | 23.6 | % |
| Office | | 151,960 | | | 12.0 | % | | 9,677 | | | 6.0 | % |
Retail (b) | | 45,730 | | | 3.6 | % | | 2,800 | | | 1.7 | % |
| Self Storage (net lease) | | 61,708 | | | 4.9 | % | | 5,810 | | | 3.6 | % |
Other (c) | | 105,958 | | | 8.3 | % | | 5,400 | | | 3.3 | % |
| U.S. Total | | 820,963 | | | 64.6 | % | | 107,280 | | | 66.5 | % |
| | | | | | | | |
| International | | | | | | | | |
| Industrial | | 72,789 | | | 5.8 | % | | 10,836 | | | 6.7 | % |
| Warehouse | | 117,349 | | | 9.2 | % | | 19,888 | | | 12.3 | % |
| Office | | 85,194 | | | 6.7 | % | | 6,336 | | | 3.9 | % |
Retail (b) | | 167,169 | | | 13.2 | % | | 16,584 | | | 10.3 | % |
| Self Storage (net lease) | | — | | | — | % | | — | | | — | % |
Other (c) | | 6,762 | | | 0.5 | % | | 370 | | | 0.3 | % |
| International Total | | 449,263 | | | 35.4 | % | | 54,014 | | | 33.5 | % |
| | | | | | | | |
| Total | | | | | | | | |
| Industrial | | 339,070 | | | 26.7 | % | | 56,461 | | | 35.0 | % |
| Warehouse | | 306,675 | | | 24.1 | % | | 57,856 | | | 35.9 | % |
| Office | | 237,154 | | | 18.7 | % | | 16,013 | | | 9.9 | % |
Retail (b) | | 212,899 | | | 16.8 | % | | 19,384 | | | 12.0 | % |
| Self Storage (net lease) | | 61,708 | | | 4.9 | % | | 5,810 | | | 3.6 | % |
Other (c) | | 112,720 | | | 8.8 | % | | 5,770 | | | 3.6 | % |
Total (d) | | $ | 1,270,226 | | | 100.0 | % | | 161,294 | | | 100.0 | % |
________
(a)Includes square footage for vacant properties.
(b)Includes automotive dealerships.
(c)Includes ABR from tenants with the following property types: education facility, hotel (net lease), laboratory, theater, fitness facility, student housing (net lease), funeral home, restaurant and land.
| | | | | | | | |
| | Investing for the long runTM | 26 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
| Diversification by Tenant Industry |
In thousands, except percentages. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
Industry Type | | ABR | | ABR % | | Square Footage | | Square Footage % |
Retail Stores (a) | | $ | 265,377 | | | 20.9 | % | | 34,369 | | | 21.3 | % |
| Consumer Services | | 110,204 | | | 8.7 | % | | 8,067 | | | 5.0 | % |
| Beverage and Food | | 86,945 | | | 6.8 | % | | 12,263 | | | 7.6 | % |
| Automotive | | 79,095 | | | 6.2 | % | | 12,310 | | | 7.6 | % |
| Grocery | | 69,117 | | | 5.4 | % | | 7,756 | | | 4.8 | % |
| Cargo Transportation | | 61,358 | | | 4.8 | % | | 9,485 | | | 5.9 | % |
| Healthcare and Pharmaceuticals | | 60,276 | | | 4.7 | % | | 5,372 | | | 3.3 | % |
| Construction and Building | | 51,403 | | | 4.1 | % | | 9,077 | | | 5.6 | % |
| Business Services | | 47,521 | | | 3.7 | % | | 3,981 | | | 2.5 | % |
| Capital Equipment | | 47,088 | | | 3.7 | % | | 7,755 | | | 4.8 | % |
| Durable Consumer Goods | | 44,337 | | | 3.5 | % | | 10,276 | | | 6.4 | % |
| Hotel and Leisure | | 42,259 | | | 3.3 | % | | 2,214 | | | 1.4 | % |
| Containers, Packaging, and Glass | | 40,660 | | | 3.2 | % | | 6,714 | | | 4.2 | % |
| Sovereign and Public Finance | | 37,455 | | | 3.0 | % | | 3,241 | | | 2.0 | % |
| High Tech Industries | | 31,066 | | | 2.5 | % | | 3,315 | | | 2.1 | % |
| Chemicals, Plastics, and Rubber | | 27,710 | | | 2.2 | % | | 4,431 | | | 2.7 | % |
| Insurance | | 25,973 | | | 2.0 | % | | 1,749 | | | 1.1 | % |
| Non-Durable Consumer Goods | | 23,869 | | | 1.9 | % | | 5,940 | | | 3.7 | % |
| Banking | | 19,210 | | | 1.5 | % | | 1,216 | | | 0.8 | % |
| Aerospace and Defense | | 16,227 | | | 1.3 | % | | 1,358 | | | 0.8 | % |
| Telecommunications | | 15,007 | | | 1.2 | % | | 1,479 | | | 0.9 | % |
| Metals | | 14,913 | | | 1.2 | % | | 3,068 | | | 1.9 | % |
| Media: Broadcasting and Subscription | | 12,723 | | | 1.0 | % | | 784 | | | 0.5 | % |
Other (b) | | 40,433 | | | 3.2 | % | | 5,074 | | | 3.1 | % |
Total (c) | | $ | 1,270,226 | | | 100.0 | % | | 161,294 | | | 100.0 | % |
________
(a)Includes automotive dealerships.
(b)Includes ABR from tenants in the following industries: media: advertising, printing, and publishing, wholesale, oil and gas, environmental industries, consumer transportation, forest products and paper, real estate and electricity. Also includes square footage for vacant properties.
| | | | | | | | |
| | Investing for the long runTM | 27 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
| Diversification by Geography |
In thousands, except percentages. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
| Region | | ABR | | ABR % | | Square Footage (a) | | Square Footage % |
| U.S. | | | | | | | | |
| South | | | | | | | | |
| Texas | | $ | 105,724 | | | 8.3 | % | | 11,983 | | | 7.4 | % |
| Florida | | 53,372 | | | 4.2 | % | | 4,456 | | | 2.7 | % |
| Tennessee | | 25,193 | | | 2.0 | % | | 4,136 | | | 2.6 | % |
| Georgia | | 24,804 | | | 2.0 | % | | 3,512 | | | 2.2 | % |
| Alabama | | 19,386 | | | 1.5 | % | | 3,334 | | | 2.1 | % |
Other (b) | | 15,469 | | | 1.2 | % | | 2,237 | | | 1.4 | % |
| Total South | | 243,948 | | | 19.2 | % | | 29,658 | | | 18.4 | % |
| Midwest | | | | | | | | |
| Illinois | | 62,824 | | | 4.9 | % | | 8,734 | | | 5.4 | % |
| Minnesota | | 32,584 | | | 2.6 | % | | 3,225 | | | 2.0 | % |
| Indiana | | 26,882 | | | 2.1 | % | | 4,734 | | | 2.9 | % |
| Ohio | | 21,055 | | | 1.7 | % | | 4,503 | | | 2.8 | % |
| Wisconsin | | 15,962 | | | 1.3 | % | | 2,726 | | | 1.7 | % |
| Michigan | | 15,410 | | | 1.2 | % | | 2,496 | | | 1.6 | % |
Other (b) | | 35,706 | | | 2.8 | % | | 5,634 | | | 3.5 | % |
| Total Midwest | | 210,423 | | | 16.6 | % | | 32,052 | | | 19.9 | % |
| East | | | | | | | | |
| North Carolina | | 36,505 | | | 2.9 | % | | 8,098 | | | 5.0 | % |
| Pennsylvania | | 31,890 | | | 2.5 | % | | 3,673 | | | 2.3 | % |
| New Jersey | | 23,178 | | | 1.8 | % | | 1,235 | | | 0.8 | % |
| Massachusetts | | 22,159 | | | 1.7 | % | | 1,387 | | | 0.8 | % |
| New York | | 18,881 | | | 1.5 | % | | 2,221 | | | 1.4 | % |
| Kentucky | | 17,796 | | | 1.4 | % | | 3,063 | | | 1.9 | % |
| South Carolina | | 14,982 | | | 1.2 | % | | 4,088 | | | 2.5 | % |
Other (b) | | 37,234 | | | 2.9 | % | | 5,300 | | | 3.3 | % |
| Total East | | 202,625 | | | 15.9 | % | | 29,065 | | | 18.0 | % |
| West | | | | | | | | |
| California | | 70,710 | | | 5.5 | % | | 6,420 | | | 4.0 | % |
| Arizona | | 30,099 | | | 2.4 | % | | 3,365 | | | 2.1 | % |
Other (b) | | 63,158 | | | 5.0 | % | | 6,720 | | | 4.1 | % |
| Total West | | 163,967 | | | 12.9 | % | | 16,505 | | | 10.2 | % |
| U.S. Total | | 820,963 | | | 64.6 | % | | 107,280 | | | 66.5 | % |
| International | | | | | | | | |
| Spain | | 60,420 | | | 4.8 | % | | 5,078 | | | 3.2 | % |
| Germany | | 57,205 | | | 4.5 | % | | 6,440 | | | 4.0 | % |
| Poland | | 55,570 | | | 4.4 | % | | 7,959 | | | 4.9 | % |
| United Kingdom | | 52,424 | | | 4.1 | % | | 4,804 | | | 3.0 | % |
| The Netherlands | | 52,200 | | | 4.1 | % | | 6,990 | | | 4.3 | % |
| Italy | | 24,912 | | | 2.0 | % | | 2,386 | | | 1.5 | % |
| Denmark | | 20,475 | | | 1.6 | % | | 2,844 | | | 1.8 | % |
| France | | 19,013 | | | 1.5 | % | | 1,685 | | | 1.0 | % |
| Croatia | | 15,988 | | | 1.3 | % | | 1,726 | | | 1.1 | % |
| Canada | | 15,644 | | | 1.2 | % | | 2,448 | | | 1.5 | % |
Other (c) | | 75,412 | | | 5.9 | % | | 11,654 | | | 7.2 | % |
| International Total | | 449,263 | | | 35.4 | % | | 54,014 | | | 33.5 | % |
Total (d) | | $ | 1,270,226 | | | 100.0 | % | | 161,294 | | | 100.0 | % |
________
(a)Includes square footage for vacant properties.
(b)Other properties within South include assets in Louisiana, Arkansas, Oklahoma and Mississippi. Other properties within Midwest include assets in Missouri, Kansas, Iowa, Nebraska, North Dakota and South Dakota. Other properties within East include assets in Virginia, Maryland, Connecticut, West Virginia, New Hampshire and Maine. Other properties within West include assets in Oregon, Utah, Colorado, Washington, Nevada, Hawaii, New Mexico, Idaho, Wyoming and Montana.
(c)Includes assets in Lithuania, Mexico, Finland, Norway, Belgium, Hungary, Portugal, the Czech Republic, Austria, Sweden, Slovakia, Japan, Latvia and Estonia.
| | | | | | | | |
| | Investing for the long runTM | 28 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
| | | | | |
| Contractual Rent Increases |
In thousands, except percentages. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Total Net-Lease Portfolio |
| Rent Adjustment Measure | | ABR | | ABR % | | Square Footage | | Square Footage % |
| (Uncapped) CPI | | $ | 470,506 | | | 37.0 | % | | 53,745 | | | 33.3 | % |
| CPI-based | | 264,746 | | | 20.8 | % | | 36,516 | | | 22.7 | % |
| CPI-linked | | 735,252 | | | 57.8 | % | | 90,261 | | | 56.0 | % |
| Fixed | | 476,220 | | | 37.5 | % | | 65,619 | | | 40.7 | % |
Other (a) | | 49,066 | | | 3.9 | % | | 3,373 | | | 2.1 | % |
| None | | 9,688 | | | 0.8 | % | | 517 | | | 0.3 | % |
| Vacant | | — | | | — | % | | 1,524 | | | 0.9 | % |
Total (b) | | $ | 1,270,226 | | | 100.0 | % | | 161,294 | | | 100.0 | % |
________
(a)Represents leases attributable to percentage rent.
| | | | | | | | |
| | Investing for the long runTM | 29 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
Dollars in thousands. Pro rata.
Contractual Same Store Growth
Same store portfolio includes leases that were continuously in place during the period from June 30, 2021 to June 30, 2022. Excludes leases for properties that were acquired, sold or vacated, or were subject to lease renewals, extensions or modifications at any time that affected ABR during that period. For purposes of comparability, ABR is presented on a constant currency basis using exchange rates as of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | |
| ABR |
| As of | | | | |
| Jun. 30, 2022 | | Jun. 30, 2021 | | Increase | | % Increase |
| Property Type | | | | | | | |
| Industrial | $ | 292,813 | | | $ | 282,746 | | | $ | 10,067 | | | 3.6 | % |
| Warehouse | 262,238 | | | 255,445 | | | 6,793 | | | 2.7 | % |
| Office | 222,268 | | | 217,559 | | | 4,709 | | | 2.2 | % |
Retail (a) | 190,622 | | | 184,526 | | | 6,096 | | | 3.3 | % |
| Self Storage (net lease) | 61,708 | | | 59,438 | | | 2,270 | | | 3.8 | % |
Other (b) | 92,259 | | | 89,153 | | | 3,106 | | | 3.5 | % |
| Total | $ | 1,121,908 | | | $ | 1,088,867 | | | $ | 33,041 | | | 3.0 | % |
| | | | | | | |
| Rent Adjustment Measure | | | | | | | |
| (Uncapped) CPI | $ | 443,286 | | | $ | 425,664 | | | $ | 17,622 | | | 4.1 | % |
| CPI-based | 228,864 | | | 222,661 | | | 6,203 | | | 2.8 | % |
| CPI-linked | 672,150 | | | 648,325 | | | 23,825 | | | 3.7 | % |
| Fixed | 392,580 | | | 385,634 | | | 6,946 | | | 1.8 | % |
Other (c) | 48,031 | | | 45,761 | | | 2,270 | | | 5.0 | % |
| None | 9,147 | | | 9,147 | | | — | | | — | % |
| Total | $ | 1,121,908 | | | $ | 1,088,867 | | | $ | 33,041 | | | 3.0 | % |
| | | | | | | |
| Geography | | | | | | | |
| U.S. | $ | 722,074 | | | $ | 701,390 | | | $ | 20,684 | | | 2.9 | % |
| Europe | 377,579 | | | 365,968 | | | 11,611 | | | 3.2 | % |
Other International (d) | 22,255 | | | 21,509 | | | 746 | | | 3.5 | % |
| Total | $ | 1,121,908 | | | $ | 1,088,867 | | | $ | 33,041 | | | 3.0 | % |
| | | | | | | |
| Same Store Portfolio Summary | | | | | | | |
| Number of properties | 1,136 | | | | | | | |
| Square footage (in thousands) | 137,368 | | | | | | | |
| | | | | | | | |
| | Investing for the long runTM | 30 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
Comprehensive Same Store Growth
Same store portfolio includes leased properties that were continuously owned and in place during the quarter ended June 30, 2021 through June 30, 2022 (including properties that were subject to lease renewals, extensions or modifications at any time during that period). Excludes properties that were acquired, sold or listed as capital investments and commitments (see Investment Activity – Capital Investments and Commitments section) during that period. For purposes of comparability, same store pro rata rental income is presented on a constant currency basis using average exchange rates for the three months ended June 30, 2022. Same store pro rata rental income is a non-GAAP measure. See the Disclosures Regarding Non-GAAP and Other Metrics section in the Appendix for a description of same store pro rata rental income and for details on how it is calculated. | | | | | | | | | | | | | | | | | | | | | | | |
| Same Store Pro Rata Rental Income |
| Three Months Ended | | | | |
| Jun. 30, 2022 | | Jun. 30, 2021 | | Increase | | % Increase |
| Property Type | | | | | | | |
| Industrial | $ | 71,540 | | | $ | 68,883 | | | $ | 2,657 | | | 3.9 | % |
| Warehouse | 63,224 | | | 61,408 | | | 1,816 | | | 3.0 | % |
| Office | 59,696 | | | 59,848 | | | (152) | | | (0.3) | % |
Retail (a) | 47,807 | | | 44,831 | | | 2,976 | | | 6.6 | % |
| Self Storage (net lease) | 15,401 | | | 14,834 | | | 567 | | | 3.8 | % |
Other (b) | 24,692 | | | 23,556 | | | 1,136 | | | 4.8 | % |
| Total | $ | 282,360 | | | $ | 273,360 | | | $ | 9,000 | | | 3.3 | % |
| | | | | | | |
| Rent Adjustment Measure | | | | | | | |
| (Uncapped) CPI | $ | 114,267 | | | $ | 108,085 | | | $ | 6,182 | | | 5.7 | % |
| CPI-based | 56,830 | | | 55,894 | | | 936 | | | 1.7 | % |
| CPI-linked | 171,097 | | | 163,979 | | | 7,118 | | | 4.3 | % |
| Fixed | 96,942 | | | 95,314 | | | 1,628 | | | 1.7 | % |
Other (c) | 12,186 | | | 11,551 | | | 635 | | | 5.5 | % |
| None | 2,135 | | | 2,516 | | | (381) | | | (15.1) | % |
| Total | $ | 282,360 | | | $ | 273,360 | | | $ | 9,000 | | | 3.3 | % |
| | | | | | | |
| Geography | | | | | | | |
| U.S. | $ | 181,520 | | | $ | 177,387 | | | $ | 4,133 | | | 2.3 | % |
| Europe | 94,816 | | | 90,119 | | | 4,697 | | | 5.2 | % |
Other International (d) | 6,024 | | | 5,854 | | | 170 | | | 2.9 | % |
| Total | $ | 282,360 | | | $ | 273,360 | | | $ | 9,000 | | | 3.3 | % |
| | | | | | | |
| Same Store Portfolio Summary | | | | | | | |
| Number of properties | 1,205 | | | | | | | |
| Square footage (in thousands) | 138,342 | | | | | | | |
| | | | | | | | |
| | Investing for the long runTM | 31 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
The following table presents a reconciliation from lease revenues to same store pro rata rental income:
| | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Jun. 30, 2021 |
| Consolidated Lease Revenues | | | |
| Total lease revenues – as reported | $ | 314,354 | | | $ | 289,064 | |
| Income from direct financing leases and loans receivable | 17,778 | | | 17,422 | |
| Less: Reimbursable tenant costs – as reported | (16,704) | | | (15,092) | |
| Less: Income from secured loans receivable | (1,175) | | | (1,175) | |
| 314,253 | | | 290,219 | |
| | | |
| Adjustments for Pro Rata Ownership of Real Estate Joint Ventures: | | | |
| Add: Pro rata share of adjustments from equity method investments | 5,373 | | | 5,790 | |
| Less: Pro rata share of adjustments for noncontrolling interests | (22) | | | (22) | |
| 5,351 | | | 5,768 | |
| | | |
| Adjustments for Pro Rata Non-Cash Items: | | | |
| Less: Straight-line and other leasing and financing adjustments | (14,492) | | | (10,313) | |
| Add: Above- and below-market rent intangible lease amortization | 10,548 | | | 14,384 | |
| Less: Adjustments for pro rata ownership | 27 | | | 14 | |
| (3,917) | | | 4,085 | |
| | | |
Adjustment to normalize for (i) properties not continuously owned since April 1, 2021 and (ii) constant currency presentation for prior year quarter (e) | (33,327) | | | (26,712) | |
| | | |
| Same Store Pro Rata Rental Income | $ | 282,360 | | | $ | 273,360 | |
________
(a)Includes automotive dealerships.
(b)Includes ABR or same store pro rata rental income from tenants with the following property types: education facility, hotel (net lease), laboratory, theater, fitness facility, student housing (net lease), restaurant and land.
(c)Represents leases attributable to percentage rent.
(d)Includes assets in Canada, Mexico and Japan.
(e)This adjustment excludes amounts attributable to properties that were acquired, sold or listed as capital investments and commitments (see Investment Activity – Capital Investments and Commitments section) that were not continuously owned and in place during the quarter ended June 30, 2021 through June 30, 2022. In addition, for the three months ended June 30, 2021, an adjustment is made to reflect average exchange rates for the three months ended June 30, 2022 for purposes of comparability, since same store pro rata rental income is presented on a constant currency basis. | | | | | | | | |
| | Investing for the long runTM | 32 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
For the three months ended June 30, 2022, except ABR. Pro rata.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Lease Renewals and Extensions (a) | | | | | | | | Expected Tenant Improvements ($000s) | | Leasing Commissions ($000s) | | |
| | | | | | ABR | | | | |
| Property Type | | Square Feet | | Number of Leases | | Prior Lease ($000s) | | New Lease ($000s) (b) | | Rent Recapture | | | | Incremental Lease Term |
| Industrial | | 2,462,309 | | | 5 | | | $ | 18,497 | | | $ | 18,497 | | | 100.0 | % | | $ | — | | | $ | — | | | 5.7 years |
| Warehouse | | — | | | — | | | — | | | — | | | — | % | | — | | | — | | | N/A |
| Office | | 45,004 | | | 1 | | | 1,044 | | | 1,065 | | | 102.0 | % | | — | | | 523 | | | 7.0 years |
| Retail | | 3,261 | | | 1 | | | 44 | | | 44 | | | 100.0 | % | | — | | | — | | | 4.0 years |
| Self Storage (net lease) | | — | | | — | | | — | | | — | | | — | % | | — | | | — | | | N/A |
| Other | | 190,379 | | | 1 | | | 4,866 | | | 4,866 | | | 100.0 | % | | 2,470 | | | 1,450 | | | 7.0 years |
Total / Weighted Average (c) | | 2,700,953 | | | 8 | | | $ | 24,451 | | | $ | 24,472 | | | 100.1 | % | | $ | 2,470 | | | $ | 1,973 | | | 6.0 years |
| | | | | | | | | | | | | | | | |
| Q2 Summary | | | | | | | | | | | | | | | | |
Prior Lease ABR (% of Total Portfolio) | | 1.9 | % | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| New Leases | | | | | | | | Expected Tenant Improvements ($000s) | | Leasing Commissions ($000s) | | |
| | | | | | ABR | | | | |
| Property Type | | Square Feet | | Number of Leases | | New Lease ($000s) (b) | | | | New Lease Term |
| Industrial | | — | | | — | | | $ | — | | | $ | — | | | $ | — | | | N/A |
| Warehouse | | — | | | — | | | — | | | — | | | — | | | N/A |
| Office | | — | | | — | | | — | | | — | | | — | | | N/A |
| Retail | | — | | | — | | | — | | | — | | | — | | | N/A |
| Self Storage (net lease) | | — | | | — | | | — | | | — | | | — | | | N/A |
Other (d) | | — | | | 1 | | | 330 | | | — | | | 153 | | | 15.0 years |
Total / Weighted Average (e) | | — | | | 1 | | | $ | 330 | | | $ | — | | | $ | 153 | | | 15.0 years |
_______
(a)Excludes lease extensions for a period of one year or less.
(b)New lease amounts are based on in-place rents at time of lease commencement and exclude any free rent periods.
(c)Weighted average refers to the incremental lease term.
(d)Represents a land lease.
(e)Weighted average refers to the new lease term.
| | | | | | | | |
| | Investing for the long runTM | 33 |
W. P. Carey Inc.
Real Estate – Second Quarter 2022
Dollars and square footage in thousands. Pro rata. As of June 30, 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Year of Lease Expiration (a) | | Number of Leases Expiring | | Number of Tenants with Leases Expiring | | ABR | | ABR % | | Square Footage | | Square Footage % |
| Remaining 2022 | | 20 | | | 17 | | | $ | 24,073 | | | 1.9 | % | | 1,500 | | | 0.9 | % |
2023 (b) | | 32 | | | 27 | | | 46,942 | | | 3.7 | % | | 5,127 | | | 3.2 | % |
2024 (c) | | 43 | | | 37 | | | 94,116 | | | 7.4 | % | | 12,221 | | | 7.6 | % |
| 2025 | | 52 | | | 30 | | | 58,981 | | | 4.6 | % | | 7,144 | | | 4.4 | % |
| 2026 | | 41 | | | 30 | | | 56,375 | | | 4.4 | % | | 8,222 | | | 5.1 | % |
| 2027 | | 57 | | | 33 | | | 79,785 | | | 6.3 | % | | 8,715 | | | 5.4 | % |
| 2028 | | 42 | | | 24 | | | 62,132 | | | 4.9 | % | | 5,571 | | | 3.5 | % |
| 2029 | | 51 | | | 24 | | | 55,657 | | | 4.4 | % | | 6,882 | | | 4.3 | % |
| 2030 | | 28 | | | 24 | | | 65,273 | | | 5.1 | % | | 5,565 | | | 3.4 | % |
| 2031 | | 33 | | | 17 | | | 64,229 | | | 5.1 | % | | 8,056 | | | 5.0 | % |
| 2032 | | 37 | | | 18 | | | 40,780 | | | 3.2 | % | | 5,409 | | | 3.4 | % |
| 2033 | | 28 | | | 22 | | | 74,922 | | | 5.9 | % | | 10,159 | | | 6.3 | % |
| 2034 | | 48 | | | 16 | | | 76,288 | | | 6.0 | % | | 7,955 | | | 4.9 | % |
| 2035 | | 13 | | | 13 | | | 26,224 | | | 2.1 | % | | 4,725 | | | 2.9 | % |
| Thereafter (>2035) | | 277 | | | 109 | | | 444,449 | | | 35.0 | % | | 62,519 | | | 38.8 | % |
| Vacant | | — | | | — | | | — | | | — | % | | 1,524 | | | 0.9 | % |
Total (d) | | 802 | | | | | $ | 1,270,226 | | | 100.0 | % | | 161,294 | | | 100.0 | % |
________
(a)Assumes tenants do not exercise any renewal options or purchase options.
(b)Includes ABR of $16.1 million from a tenant (Marriott Corporation) with a lease expiration in January 2023.
(c)Includes ABR of $38.8 million from a tenant (U-Haul Moving Partners, Inc. and Mercury Partners, LP) that holds an option to repurchase the 78 properties it is leasing in April 2024. There can be no assurance that such repurchase will be completed.
| | | | | | | | |
| | Investing for the long runTM | 34 |
W. P. Carey Inc.
Investment Management
Second Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 35 |
W. P. Carey Inc.
Investment Management – Second Quarter 2022
| | | | | |
| Selected Information and Fee Summary – Managed Programs |
Dollars and square footage in thousands. As of or for the three months ended June 30, 2022.
| | | | | | | | | | | | | | | | | |
| CPA:18 – Global | | CESH | | Total |
| Selected Information | | | | | |
| General | | | | | |
| Year established | 2013 | | 2016 | | |
AUM – current quarter (a) (b) | $ | 2,298,911 | | | $ | 171,083 | | | $ | 2,469,994 | |
| Net-lease AUM – current quarter | $ | 1,197,159 | | | $ | 113,717 | | | $ | 1,310,876 | |
Fundraising status | Closed | | Closed | | |
| | | | | |
| Portfolio | | | | | |
| Investment type | Net lease / Diversified REIT | | Student Housing | | |
| Number of operating properties | 66 | | | — | | | |
| Number of net-leased properties | 43 | | | 3 | | | |
Number of active build-to-suit projects | 1 | | | 1 | | | |
Number of tenants – net-leased properties | 46 | | | 1 | | | |
| Square footage – net-leased properties | 9,286 | | | 367 | | | |
Occupancy (c) | 99.3 | % | | 100.0 | % | | |
| | | | | |
| Balance Sheet (Book Value) | | | | | |
| Total assets | $ | 1,862,628 | | | $ | 180,119 | | | |
| Total debt | $ | 957,655 | | | $ | 65,111 | | | |
| Total debt / total assets | 51.4 | % | | 36.1 | % | | |
| | | | | |
| Fee Summary | | | | | |
| Asset Management Fees | | | | | |
| Asset management fee (% of average AUM, per annum) | 0.50% (d) | | 1.00% (e) | | |
| Average AUM (of current quarter and prior quarter) | $ | 2,382,222 | | | $ | 177,164 | | | $ | 2,559,386 | |
| Asset management revenue – current quarter | $ | 3,047 | | | $ | 420 | | | $ | 3,467 | |
| | | | | |
Operating Partnership Interests (f) | | | | | |
| Operating partnership interests (% of Available Cash) | 10.00% | | N/A | | |
| Earnings from equity method investments in the Managed Programs (profits interest) – current quarter | $ | 2,814 | | | N/A | | $ | 2,814 | |
________
(a)Represents appraised value of real estate assets as of September 30, 2021 (plus cash and cash equivalents, less distributions payable as of June 30, 2022) for CPA:18 – Global. Represents appraised value of real estate assets as of December 31, 2021 (plus cash and cash equivalents as of June 30, 2022) for CESH. These values were used to calculate asset management fees during the three months ended June 30, 2022 in accordance with the respective advisory agreements.
(b)In June 2022, CPA:18 – Global sold 11 net-lease student housing properties in Spain and Portugal (following the exercise of their purchase options) to the tenant at such properties for a contractual sales price totaling approximately $404 million (amount reflects the applicable exchange rate on the date of the transaction).
(c)Represents occupancy for single-tenant net-leased properties.
(d)Based on average market value of assets. CPA:18 – Global has an option to pay asset management fees in cash or shares, under the terms of the advisory agreement with CPA:18 – Global. Asset management fees are recorded in Asset management and other revenue in our consolidated financial statements.
(e)Based on gross assets at fair value. In February and July 2020, CESH sold two student housing properties located in Lisbon, Portugal, and Madrid, Spain, for gross proceeds of $49.3 million and $30.4 million, respectively. In January, September and December 2021, CESH sold three student housing properties located in Valencia, Spain; Norwich, United Kingdom; and Porto, Portugal, for gross proceeds of $40.8 million, $126.8 million and $50.4 million, respectively (amounts reflect the applicable exchange rate on the date of the transaction).
(f)Available Cash means cash generated by operating partnership operations and investments, excluding cash from sales and refinancings, after the payment of debt service and other operating expenses, but before distributions to partners. Amounts are recorded in Earnings from equity method investments in our consolidated financial statements.
| | | | | | | | |
| | Investing for the long runTM | 36 |
W. P. Carey Inc.
Investment Management – Second Quarter 2022
| | | | | |
| Summary of Future Liquidity Considerations for the Managed Programs |
As of June 30, 2022.
Future Liquidity Strategies for the Managed Programs
The timeframes in the table below are based on general liquidation guidelines set forth in CPA:18 – Global’s and CESH’s respective offering documents. Ultimately, the liquidation of CPA:18 – Global is approved by its board of directors and the liquidation of CESH is determined by its general partner.
| | | | | | | | | | | |
| General Liquidation Guideline |
| CPA:18 – Global (a) | | CESH |
| Timeframe | Beginning after the seventh anniversary of the closing of the initial public offering in 2015 | | Beginning five years after raising the minimum offering amount in 2016 |
Back-End Fees for / Interest in the Managed Programs
The overview below is intended to provide a summary of current disclosures regarding various back-end fees and interests that we may be entitled to upon each Managed Program’s liquidity event. Such a liquidity event for CPA:18 – Global is at the discretion of CPA:18 – Global’s board of directors and there is no assurance that any of the fees or interests described below will be realized. Please refer to CPA:18 – Global’s filings with the SEC for a complete description of its liquidity strategy.
| | | | | | | | | | | |
| Back-End Fees and Interests |
| CPA:18 – Global (a) (b) | | CESH |
| Disposition Fees | Equal to the lesser of (i) 50% of the brokerage commission paid or (ii) 3% of the contract sales price of a property. (c) | | N/A |
| Interest in Disposition Proceeds | Special general partner interest entitled to receive distributions of up to 15% of the net proceeds from the sale, exchange or other disposition of operating partnership assets remaining after the corporation has received a return of 100% of its initial investment in the operating partnership, through certain liquidity events or distributions, plus the 6% preferred return rate. | | Available Cash (as defined in In “Principal Terms”), subject to any other limitations provided for herein, will be initially apportioned among the Limited Partners in proportion to their respective capital contributions and the General Partner as provided in connection with its Carried Interest and distributed. (d)
|
| Purchase of Special GP Interest | Lesser of (i) 5.0x the distributions of the last completed fiscal year and (ii) the discounted value of expected future distributions from point of valuation to March 2025 using a discount rate used by the independent third-party valuation firm to determine the most recent appraisal. | | N/A |
| Distribution Related to Ownership of Shares | 5.7% ownership as of 6/30/2022 | | 2.4% ownership as of 6/30/2022 |
________
(a)On February 27, 2022, our board of directors unanimously approved a definitive merger agreement pursuant to which CPA:18 – Global will merge with and into an indirect subsidiary of ours in a transaction valued at approximately $2.7 billion, adding approximately $2.0 billion of assets after approximately $700 million of proposed asset sales, the substantial majority of which have been completed. The Proposed Merger and related transactions were approved by the stockholders of CPA:18 – Global at a special meeting on July 26, 2022. We currently expect the transaction to close on August 1, 2022.
(b)Subject to the terms and conditions of the merger agreement, upon consummation of the Proposed Merger, we have agreed to waive certain back-end fees that we would have been entitled to receive from CPA:18 – Global upon its liquidation pursuant to the terms of our advisory agreement and partnership agreement with CPA:18 – Global.
(c)Not applicable to dispositions of individual assets.
(d)Order of distributions are as follows: (1) First, to a Limited Partner until it has received an amount equal to its total capital contributions or deemed capital contribution with respect to the Advisor Units in the case of the Advisor (or a wholly owned subsidiary of the Advisor); (2) Second, to a Limited Partner until such Limited Partner has received a cumulative, non-compounding, annual 10% return on its unreturned capital contributions (the “Preferred Return”); (3) Third, to the General Partner until the General Partner has received 20% of the aggregate amounts distributed pursuant to clause (2) and this clause (3); (4) Thereafter, 80% to such Limited Partner and 20% to the General Partner (together with the amounts received under clause (3), the General Partner’s “Carried Interest”). The Advisor’s capital contribution for purposes of the Partnership Agreement will be deemed to be the value of the Advisor Units upon their issuance.
| | | | | | | | |
| | Investing for the long runTM | 37 |
W. P. Carey Inc.
Appendix
Second Quarter 2022
| | | | | | | | |
| | Investing for the long runTM | 38 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
| | | | | |
| Normalized Pro Rata Cash NOI |
In thousands. From real estate.
| | | | | |
| Three Months Ended Jun. 30, 2022 |
| Consolidated Lease Revenues | |
| Total lease revenues – as reported | $ | 314,354 | |
| Income from direct financing leases and loans receivable | 17,778 | |
| Less: Income from secured loans receivable | (1,175) | |
| |
| Less: Consolidated Reimbursable and Non-Reimbursable Property Expenses | |
| Reimbursable property expenses – as reported | 16,704 | |
| Non-reimbursable property expenses – as reported | 11,851 | |
| 302,402 | |
| |
| Plus: NOI from Operating Properties | |
| Hotel revenues | 3,264 | |
| Hotel expenses | (2,597) | |
| 667 | |
| |
| Self-storage revenues | 1,800 | |
| Self-storage expenses | (594) | |
| 1,206 | |
| |
| 304,275 | |
| |
| Adjustments for Pro Rata Ownership of Real Estate Joint Ventures: | |
Add: Pro rata share of NOI from equity method investments (a) | 6,585 | |
| Less: Pro rata share of NOI attributable to noncontrolling interests | (22) | |
| 6,563 | |
| |
| 310,838 | |
| |
| Adjustments for Pro Rata Non-Cash Items: | |
| Less: Straight-line and other leasing and financing adjustments | (14,492) | |
| Add: Above- and below-market rent intangible lease amortization | 10,548 | |
| Add: Other non-cash items | 367 | |
| (3,577) | |
| |
Pro Rata Cash NOI (b) | 307,261 | |
| |
Adjustment to normalize for intra-period acquisition volume and dispositions (c) | 4,070 | |
| |
Normalized Pro Rata Cash NOI (b) | $ | 311,331 | |
| | | | | | | | |
| | Investing for the long runTM | 39 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
The following table presents a reconciliation from Net income from Real Estate attributable to W. P. Carey to Normalized pro rata cash NOI:
| | | | | |
| Three Months Ended Jun. 30, 2022 |
| Net Income from Real Estate Attributable to W. P. Carey | |
| Net income from Real Estate attributable to W. P. Carey – as reported | $ | 123,228 | |
| Adjustments for Consolidated Operating Expenses | |
| Add: Operating expenses – as reported | 185,615 | |
| Less: Property expenses, excluding reimbursable tenant costs – as reported | (11,851) | |
| Less: Operating property expenses – as reported | (3,191) | |
| 170,573 | |
| |
| Adjustments for Other Consolidated Revenues and Expenses: | |
| Less: Lease termination income and other – as reported | (2,591) | |
| Less: Reimbursable property expenses – as reported | (16,704) | |
| Add: Other income and (expenses) | 24,949 | |
| Add: Provision for income taxes | 5,955 | |
| 11,609 | |
| |
| Other Adjustments: | |
| Less: Straight-line and other leasing and financing adjustments | (14,492) | |
| Add: Above- and below-market rent intangible lease amortization | 10,548 | |
| Add: Adjustments for pro rata ownership | 6,644 | |
Adjustment to normalize for intra-period acquisition volume and dispositions (c) | 4,070 | |
| Less: Income from secured loans receivable | (1,175) | |
| Add: Property expenses, excluding reimbursable tenant costs, non-cash | 326 | |
| 5,921 | |
| |
Normalized Pro Rata Cash NOI (b) | $ | 311,331 | |
________
(a)Includes $1.5 million from equity method investments in self-storage operating properties.
(b)Pro rata cash NOI and normalized pro rata cash NOI are non-GAAP measures. See the Disclosures Regarding Non-GAAP and Other Metrics section that follows for a description of our non-GAAP measures and for details on how pro rata cash NOI and normalized pro rata cash NOI are calculated. (c)For properties acquired and capital investments and commitments completed during the three months ended June 30, 2022, the adjustment modifies our pro rata share of cash NOI for the partial period with an amount estimated to be equivalent to the additional pro rata share of cash NOI necessary to reflect ownership for the full quarter. For properties disposed of during the three months ended June 30, 2022, the adjustment eliminates our pro rata share of cash NOI for the period.
| | | | | | | | |
| | Investing for the long runTM | 40 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
| | | | | |
| Adjusted EBITDA, Consolidated – Last Five Quarters |
In thousands.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Net income | $ | 127,718 | | | $ | 156,993 | | | $ | 99,612 | | | $ | 138,586 | | | $ | 120,283 | |
| | | | | | | | | |
Adjustments to Derive Adjusted EBITDA (a) | | | | | | | | | |
| Depreciation and amortization | 115,080 | | | 115,393 | | | 135,662 | | | 115,657 | | | 114,348 | |
| Interest expense | 46,417 | | | 46,053 | | | 47,208 | | | 48,731 | | | 49,252 | |
| Gain on sale of real estate, net | (31,119) | | | (11,248) | | | (9,511) | | | (1,702) | | | (19,840) | |
Other (gains) and losses (b) | 21,746 | | | (35,745) | | | 28,461 | | | (49,219) | | | (7,545) | |
Straight-line and other leasing and financing adjustments (c) (d) | (14,492) | | | (10,847) | | | (53,380) | | | (10,823) | | | (10,313) | |
| Above- and below-market rent intangible lease amortization | 10,548 | | | 11,004 | | | 15,082 | | | 12,004 | | | 14,384 | |
| Stock-based compensation expense | 9,758 | | | 7,833 | | | 6,091 | | | 4,361 | | | 9,048 | |
| Provision for income taxes | 6,252 | | | 7,083 | | | 5,052 | | | 8,347 | | | 9,298 | |
| Impairment charges | 6,206 | | | 20,179 | | | 7,945 | | | 16,301 | | | — | |
Merger and other expenses (e) | 1,984 | | | (2,322) | | | (563) | | | (908) | | | (2,599) | |
| Other amortization and non-cash charges | 353 | | | 379 | | | 385 | | | 386 | | | 391 | |
| 172,733 | | | 147,762 | | | 182,432 | | | 143,135 | | | 156,424 | |
| | | | | | | | | |
| Adjustments for Pro Rata Ownership | | | | | | | | | |
| Real Estate Joint Ventures: | | | | | | | | | |
Add: Pro rata share of adjustments for equity method investments (f) | 4,329 | | | 9,426 | | | 16,136 | | | 5,144 | | | 4,923 | |
Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests | (23) | | | (23) | | | (23) | | | (23) | | | (22) | |
| 4,306 | | | 9,403 | | | 16,113 | | | 5,121 | | | 4,901 | |
Equity Method Investment in WLT: (g) | | | | | | | | | |
| Less: Loss from equity method investment in WLT | — | | | — | | | 926 | | | 1,376 | | | 4,005 | |
| Add: Distributions received from equity method investment in WLT | — | | | — | | | — | | | — | | | — | |
| — | | | — | | | 926 | | | 1,376 | | | 4,005 | |
Equity Method Investments in the Managed Programs: (h) | | | | | | | | | |
| Add: Distributions received from equity method investments in the Managed Programs | 535 | | | 520 | | | 2,142 | | | 477 | | | 454 | |
| Less: (Income) loss from equity method investments in the Managed Programs | (59) | | | (2,972) | | | (50) | | | (1,667) | | | 90 | |
| 476 | | | (2,452) | | | 2,092 | | | (1,190) | | | 544 | |
Adjusted EBITDA (i) | $ | 305,233 | | | $ | 311,706 | | | $ | 301,175 | | | $ | 287,028 | | | $ | 286,157 | |
________
(a)Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(b)Primarily comprised of gains and losses on extinguishment of debt, the mark-to-market fair value of equity securities, and foreign currency exchange rate movements, as well as non-cash allowance for credit losses on loans receivable and direct financing leases. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(c)Straight-line rent adjustments relate to our net-leased properties subject to operating leases.
(d)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant, as such amount was determined to be non-core income.
(e)Amounts are primarily comprised of costs incurred in connection with the Proposed Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(f)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(g)We recorded income and distributions from our equity method investment in WLT on a one quarter lag. In January 2022, we reclassified our equity investment in WLT to equity securities at fair value within Other assets, net on our consolidated balance sheets. Any future dividends, if received, will be recognized within Non-operating income on our consolidated statements of income.
(h)Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs. Distributions for the three months ended December 31, 2021 included a special distribution from CPA:18 – Global totaling $1.6 million.
| | | | | | | | |
| | Investing for the long runTM | 41 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
| | | | | |
| Adjusted EBITDA, Real Estate – Last Five Quarters |
In thousands.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
Net income from Real Estate | $ | 123,268 | | | $ | 146,856 | | | $ | 94,684 | | | $ | 130,897 | | | $ | 114,725 | |
| | | | | | | | | |
Adjustments to Derive Adjusted EBITDA (a) | | | | | | | | | |
| Depreciation and amortization | 115,080 | | | 115,393 | | | 135,662 | | | 115,657 | | | 114,348 | |
| Interest expense | 46,417 | | | 46,053 | | | 47,208 | | | 48,731 | | | 49,252 | |
| Gain on sale of real estate, net | (31,119) | | | (11,248) | | | (9,511) | | | (1,702) | | | (19,840) | |
Other (gains) and losses (b) | 20,155 | | | (34,418) | | | 27,131 | | | (48,172) | | | (7,472) | |
Straight-line and other leasing and financing adjustments (c) (d) | (14,492) | | | (10,847) | | | (53,380) | | | (10,823) | | | (10,313) | |
| Above- and below-market rent intangible lease amortization | 10,548 | | | 11,004 | | | 15,082 | | | 12,004 | | | 14,384 | |
| Stock-based compensation expense | 9,758 | | | 7,833 | | | 6,091 | | | 4,361 | | | 9,048 | |
Impairment charges | 6,206 | | | 20,179 | | | 7,945 | | | 16,301 | | | — | |
| Provision for income taxes | 5,955 | | | 6,913 | | | 5,331 | | | 7,827 | | | 9,119 | |
Merger and other expenses (e) | 1,984 | | | (2,325) | | | (599) | | | (908) | | | (2,599) | |
| Other amortization and non-cash charges | 353 | | | 379 | | | 385 | | | 386 | | | 391 | |
| 170,845 | | | 148,916 | | | 181,345 | | | 143,662 | | | 156,318 | |
| | | | | | | | | |
| Adjustments for Pro Rata Ownership | | | | | | | | | |
| Real Estate Joint Ventures: | | | | | | | | | |
Add: Pro rata share of adjustments for equity method investments (f) | 4,329 | | | 9,426 | | | 16,136 | | | 5,144 | | | 4,923 | |
Less: Pro rata share of adjustments for amounts attributable to noncontrolling interests | (23) | | | (23) | | | (23) | | | (23) | | | (22) | |
| 4,306 | | | 9,403 | | | 16,113 | | | 5,121 | | | 4,901 | |
Equity Method Investment in WLT: (g) | | | | | | | | | |
| Less: Loss from equity method investment in WLT | — | | | — | | | 926 | | | 1,376 | | | 4,005 | |
| Add: Distributions received from equity method investment in WLT | — | | | — | | | — | | | — | | | — | |
| — | | | — | | | 926 | | | 1,376 | | | 4,005 | |
Adjusted EBITDA – Real Estate (h) | $ | 298,419 | | | $ | 305,175 | | | $ | 293,068 | | | $ | 281,056 | | | $ | 279,949 | |
________
(a)Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(b)Primarily comprised of gains and losses on extinguishment of debt, the mark-to-market fair value of equity securities, and foreign currency exchange rate movements, as well as non-cash allowance for credit losses on loans receivable and direct financing leases. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(c)Straight-line rent adjustments relate to our net-leased properties subject to operating leases.
(d)Amount for the three months ended December 31, 2021 includes an adjustment to exclude $37.8 million of lease termination fees received from a tenant, as such amount was determined to be non-core income.
(e)Amounts are primarily comprised of costs incurred in connection with the Proposed Merger and/or reversals of estimated liabilities for German real estate transfer taxes that were previously recorded in connection with mergers in prior years.
(f)Amounts for the three months ended March 31, 2022 and December 31, 2021 include non-cash impairment charges of $4.6 million and $13.2 million, respectively, recognized on certain equity method investments in real estate.
(g)We recorded income and distributions from our equity method investment in WLT on a one quarter lag. In January 2022, we reclassified our equity investment in WLT to equity securities at fair value within Other assets, net on our consolidated balance sheets. Any future dividends, if received, will be recognized within Non-operating income on our consolidated statements of income.
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| | Investing for the long runTM | 42 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
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| Adjusted EBITDA, Investment Management – Last Five Quarters |
In thousands.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended |
| Jun. 30, 2022 | | Mar. 31, 2022 | | Dec. 31, 2021 | | Sep. 30, 2021 | | Jun. 30, 2021 |
| Net income from Investment Management | $ | 4,450 | | | $ | 10,137 | | | $ | 4,928 | | | $ | 7,689 | | | $ | 5,558 | |
| | | | | | | | | |
Adjustments to Derive Adjusted EBITDA (a) | | | | | | | | | |
Other (gains) and losses (b) | 1,591 | | | (1,327) | | | 1,330 | | | (1,047) | | | (73) | |
| Provision for (benefit from) income taxes | 297 | | | 170 | | | (279) | | | 520 | | | 179 | |
| Merger and other expenses | — | | | 3 | | | 36 | | | — | | | — | |
| 1,888 | | | (1,154) | | | 1,087 | | | (527) | | | 106 | |
| | | | | | | | | |
Adjustments for Pro Rata Ownership | | | | | | | | | |
Equity Method Investments in the Managed Programs: (c) | | | | | | | | | |
| Add: Distributions received from equity method investments in the Managed Programs | 535 | | | 520 | | | 2,142 | | | 477 | | | 454 | |
| Less: (Income) loss from equity method investments in the Managed Programs | (59) | | | (2,972) | | | (50) | | | (1,667) | | | 90 | |
| 476 | | | (2,452) | | | 2,092 | | | (1,190) | | | 544 | |
Adjusted EBITDA – Investment Management (d) | $ | 6,814 | | | $ | 6,531 | | | $ | 8,107 | | | $ | 5,972 | | | $ | 6,208 | |
________
(a)Comprised of items that we do not consider to be part of our core operating business plan or representative of our overall long-term operating performance, based on a number of factors, including the nature of the item and/or the frequency with which it occurs. We believe that these adjustments provide a more representative view of EBITDA from our core operating business and allow for more meaningful comparisons.
(b)Primarily comprised of gains and losses from foreign currency exchange rate movements and marketable securities. Amounts from period to period will not be comparable due to unpredictable fluctuations in these gains and losses.
(c)Adjustments to include cash distributions received from the Managed Programs in place of our pro rata share of net income from our ownership in the Managed Programs. Distributions for the three months ended December 31, 2021 included a special distribution from CPA:18 – Global totaling $1.6 million.
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| | Investing for the long runTM | 43 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
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| Disclosures Regarding Non-GAAP and Other Metrics |
Non-GAAP Financial Disclosures
FFO and AFFO
Due to certain unique operating characteristics of real estate companies, as discussed below, NAREIT, an industry trade group, has promulgated a non-GAAP measure known as FFO, which we believe to be an appropriate supplemental measure, when used in addition to and in conjunction with results presented in accordance with GAAP, to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental non-GAAP measure. FFO is not equivalent to, nor a substitute for, net income or loss as determined under GAAP.
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as restated in December 2018. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property, impairment charges on real estate, gains or losses on changes in control of interests in real estate and depreciation and amortization from real estate assets; and after adjustments for unconsolidated partnerships and jointly owned investments. Adjustments for unconsolidated partnerships and jointly owned investments are calculated to reflect FFO.
We also modify the NAREIT computation of FFO to adjust GAAP net income for certain non-cash charges, such as amortization of real estate-related intangibles, deferred income tax benefits and expenses, straight-line rent and related reserves, other non-cash rent adjustments, non-cash allowance for credit losses on loans receivable and direct financing leases, stock-based compensation, non-cash environmental accretion expense, amortization of discounts and premiums on debt and amortization of deferred financing costs. Our assessment of our operations is focused on long-term sustainability and not on such non-cash items, which may cause short-term fluctuations in net income but have no impact on cash flows. Additionally, we exclude non-core income and expenses, such as gains or losses from extinguishment of debt and merger and acquisition expenses. We also exclude realized and unrealized gains/losses on foreign currency exchange rate movements (other than those realized on the settlement of foreign currency derivatives), which are not considered fundamental attributes of our business plan and do not affect our overall long-term operating performance. We refer to our modified definition of FFO as AFFO. We exclude these items from GAAP net income to arrive at AFFO as they are not the primary drivers in our decision-making process and excluding these items provides investors a view of our portfolio performance over time and makes it more comparable to other REITs that are currently not engaged in acquisitions, mergers and restructuring, which are not part of our normal business operations. AFFO also reflects adjustments for unconsolidated partnerships and jointly owned investments. We use AFFO as one measure of our operating performance when we formulate corporate goals, evaluate the effectiveness of our strategies and determine executive compensation.
We believe that AFFO is a useful supplemental measure for investors to consider as we believe it will help them to better assess the sustainability of our operating performance without the potentially distorting impact of these short-term fluctuations. However, there are limits on the usefulness of AFFO to investors. For example, impairment charges and unrealized foreign currency exchange rate losses that we exclude may become actual realized losses upon the ultimate disposition of the properties in the form of lower cash proceeds or other considerations. We use our FFO and AFFO measures as supplemental financial measures of operating performance. We do not use our FFO and AFFO measures as, nor should they be considered to be, alternatives to net income computed under GAAP, or as alternatives to net cash provided by operating activities computed under GAAP, or as indicators of our ability to fund our cash needs.
Same Store Pro Rata Rental Income
Same store pro rata rental income is a non-GAAP financial measure that is intended to reflect the performance of our net leased properties. We define this as contractual rents from our leased properties. Same store rental income excludes reimbursable tenant costs, amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present same store rental income on a pro rata basis to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that same store pro rata rental income is a helpful measure that both investors and management can use to evaluate the financial performance of our leased properties. Same store pro rata rental income should not be considered as an alternative to lease revenues as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present same store rental income and/or same store pro rata rental income may not be directly comparable to the way other REITs present such metrics.
Pro Rata Cash NOI
Cash net operating income (“cash NOI”) is a non-GAAP financial measure that is intended to reflect the performance of our net leased and operating properties. We define cash NOI as cash rents from our leased and operating properties less non-reimbursable property expenses. Cash NOI excludes amortization of intangibles and straight-line rent adjustments that are included in GAAP lease revenues. We present cash NOI on a pro rata basis (“pro rata cash NOI”) to account for our share of income related to unconsolidated joint ventures and noncontrolling interests. We believe that pro rata cash NOI is a helpful measure that both investors and management can use to evaluate the financial performance of our leased and operating properties and it allows for comparison of our operating performance between periods and to other REITs. Pro rata cash NOI should not be considered as an alternative to net income as an indication of our financial performance or to cash flows as a measure of liquidity or our ability to fund all needs. The method by which we calculate and present cash NOI and/or pro rata cash NOI may not be directly comparable to the way other REITs present such metrics.
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| | Investing for the long runTM | 44 |
W. P. Carey Inc.
Appendix – Second Quarter 2022
Normalized Pro Rata Cash NOI
Normalized pro rata cash NOI is pro rata cash NOI as defined above adjusted primarily to exclude our pro rata share of cash NOI from properties disposed of during the most recent quarter and to include a full quarter of pro rata cash NOI related to properties acquired or capital investments and commitments completed during the period, as applicable. We believe this measure provides a helpful representation of our net operating income from our in-place leased and operating properties.
Adjusted EBITDA
We believe that EBITDA is a useful supplemental measure to investors and analysts for assessing the performance of our business segments because (i) it removes the impact of our capital structure from our operating results and (ii) it is helpful when comparing our operating performance to that of companies in our industry without regard to such items, which can vary substantially from company to company. Adjusted EBITDA as disclosed represents EBITDA, modified to include other adjustments to GAAP net income for certain non-cash charges, such as impairments, non-cash rent adjustments and unrealized gains and losses from our hedging activity. Additionally, we exclude gains and losses on sale of real estate, which are not considered fundamental attributes of our business plans and do not affect our overall long-term operating performance. We exclude these items from adjusted EBITDA as they are not the primary drivers in our decision-making process. Adjusted EBITDA reflects adjustments for unconsolidated partnerships and jointly owned investments. Our assessment of our operations is focused on long-term sustainability and not on such non-cash and non-core items, which may cause short-term fluctuations in net income but have no impact on cash flows. We believe that adjusted EBITDA is a useful supplemental measure to investors and analysts, although it does not represent net income that is computed in accordance with GAAP. Accordingly, adjusted EBITDA should not be considered as an alternative to net income or as an indicator of our financial performance. EBITDA and adjusted EBITDA as calculated by us may not be comparable to similarly titled measures of other companies.
Cash Interest Expense
Cash interest expense is a non-GAAP financial measure equal to interest expense calculated in accordance with GAAP, plus capitalized interest and other non-cash amortization expense, less amortization of deferred financing costs and debt premiums/discounts, adjusted for pro rata ownership. See the definition of cash interest expense coverage ratio below for a reconciliation of cash interest expense to its most directly compared GAAP measure, interest expense.
Cash Interest Expense Coverage Ratio
Cash interest expense coverage ratio is a non-GAAP financial measure representing the ratio of Adjusted EBITDA to cash interest expense on a trailing 12 months basis. We believe this ratio is useful to investors as a supplemental measure of our ability to satisfy fixed interest expense obligations. Cash interest expense for the trailing 12 months as of June 30, 2022 is equal to $183.0 million, comprised of interest expense calculated in accordance with GAAP ($188.4 million), plus capitalized interest ($2.4 million) and other non-cash amortization expense ($0.1 million), less amortization of deferred financing costs and debt premiums/discounts ($12.9 million), adjusted for pro rata ownership ($5.1 million).
Other Metrics
Pro Rata Metrics
This supplemental package contains certain metrics prepared on a pro rata basis. We refer to these metrics as pro rata metrics. We have a number of investments, usually with our affiliates, in which our economic ownership is less than 100%. On a full consolidation basis, we report 100% of the assets, liabilities, revenues and expenses of those investments that are deemed to be under our control or for which we are deemed to be the primary beneficiary, even if our ownership is less than 100%. Also, for all other jointly owned investments, which we do not control, we report our net investment and our net income or loss from that investment. On a pro rata basis, we generally present our proportionate share, based on our economic ownership of these jointly owned investments, of the assets, liabilities, revenues and expenses of those investments. Multiplying each of our jointly owned investments’ financial statement line items by our percentage ownership and adding or subtracting those amounts from our totals, as applicable, may not accurately depict the legal and economic implications of holding an ownership interest of less than 100% in our jointly owned investments.
ABR
ABR represents contractual minimum annualized base rent for our net-leased properties and reflects exchange rates as of June 30, 2022. If there is a rent abatement, we annualize the first monthly contractual base rent following the free rent period. ABR is not applicable to operating properties and is presented on a pro rata basis.
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| | Investing for the long runTM | 45 |