EX-99.1 2 a2017q3-scearningsrelease.htm EXHIBIT 99.1 EARNINGS RELEASE Exhibit
    
spiritrealtylogojpg.jpg
Press Release


Spirit Realty Capital, Inc. Announces
Third Quarter 2017 Financial and Operating Results

- Spirit raises 2017 AFFO guidance range to $0.84 to $0.86 per diluted share -
- Spin-off progressing on track - no single tenant issue will prevent the spin-off -

Dallas, TX - November 2, 2017 - Spirit Realty Capital, Inc. (NYSE: SRC) ("Spirit" or the "Company"), a premier net lease real estate investment trust (REIT) that primarily invests in single-tenant, operationally essential real estate, today released its financial and operating results for the three and nine months ended September 30, 2017.
THIRD QUARTER 2017 HIGHLIGHTS
Generated Net Income of $0.01 vs $0.06 per share, FFO of $0.21 vs $0.19 per share and AFFO of $0.23 vs $0.22 per share, compared to same quarter 2016.
Real estate portfolio was essentially fully occupied at 99.1% on September 30, 2017.
Same store sales up 1.2% from third quarter 2016.
Adjusted debt to annualized adjusted EBITDA at 6.5x; pro-forma for net proceeds received from preferred stock offering, adjusted debt to annualized adjusted EBITDA at 6.2x.
Invested $73.4 million in four properties, including revenue producing capital expenditures.
Disposed of 56 properties for $124.1 million, including 42 vacant properties for $46.8 million and three revenue producing properties leased to Shopko for $18.5 million.
Established a new $250.0 million stock repurchase program, of which $21.7 million was utilized to repurchase shares during the third quarter.
Commenced an underwritten public offering of 6.000% Series A Cumulative Redeemable Preferred Stock, which closed on October 3, 2017, for aggregate net proceeds of $166.6 million.
CEO COMMENTS
“Our third quarter results are representative of the strength and stability of our diverse portfolio of service-focused net lease assets. We continue to improve the operating performance of our portfolio through process initiatives put in place in late 2016. This is further evidenced by our essentially full occupancy rate of 99.1%,” stated Jackson Hsieh, President and Chief Executive Officer of Spirit. “We are on track to execute our previously announced leveraged spin-off transaction in 2018 and remain focused on unlocking stakeholder value.”

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FINANCIAL RESULTS
Total revenues were $169.6 million for the three months ended September 30, 2017, compared to $172.5 million for the same period a year ago. Total revenues were $503.6 million for the nine months ended September 30, 2017, compared to $512.6 million for the same period a year ago.
Net income attributable to common stockholders was $5.3 million, or $0.01 per diluted share, for the three months ended September 30, 2017, compared to $27.4 million, or $0.06 per diluted share, for the same period a year ago. Net income attributable to common stockholders was $41.4 million, or $0.09 per diluted share, for the nine months ended September 30, 2017, compared to $96.5 million, or $0.21 per diluted share, for the same period a year ago.
FFO per diluted share was $0.21 and $0.19 for the three months ended September 30, 2017 and 2016, respectively. FFO per diluted share was $0.59 and $0.64 for the nine months ended September 30, 2017 and 2016, respectively.
AFFO was $104.5 million for the three months ended September 30, 2017, compared to $108.4 million for the same period a year ago. AFFO per diluted share was $0.23 for the three months ended September 30, 2017, compared to $0.22 for the same period a year ago. AFFO was $301.6 million for the nine months ended September 30, 2017, compared to $310.6 million for the same period a year ago. AFFO per diluted share was $0.64 for the nine months ended September 30, 2017, compared to $0.68 for the same period a year ago.
We declared a quarterly cash dividend of $0.18 per share, which equates to an annualized cash dividend of $0.72 per share. The quarterly dividend was paid on October 13, 2017 to stockholders of record as of September 29, 2017.
THIRD QUARTER PORTFOLIO HIGHLIGHTS
During the three months ended September 30, 2017, Spirit invested $73.4 million in four properties, including revenue producing capital expenditures. New acquisitions comprise three transactions and are leased to three different tenants in two different industries, with an average lease term of 7.9 years. The $73.4 million invested has an initial weighted average cash yield of approximately 9.73%, with 36.6% representing transactions with existing customers.
During the third quarter 2017, the Company sold 56 properties for $124.1 million in gross proceeds, including the sale of 14 income producing properties for $77.3 million, with a weighted average capitalization rate of 7.12%. The remaining 42 properties were vacant and were sold for $46.8 million.
Spirit continued to reduce the concentration of its largest tenant, Shopko with the sale of three revenue-producing Shopko properties for $18.5 million in gross proceeds at a weighted average capitalization rate of 7.75%. As of September 30, 2017, Spirit's Shopko concentration was at 7.8% of Contractual Rent.
As of September 30, 2017, Spirit's diversified real estate portfolio was essentially fully occupied at 99.1% and was comprised of 2,423 owned properties, which had a weighted average remaining lease term of 10.1 years, of which 21 were vacant . During the third quarter, Spirit renewed five of six expiring leases, recapturing 103.3% of the expiring rent.
YEAR-TO-DATE 2017 PORTFOLIO HIGHLIGHTS
During the nine months ended September 30, 2017, Spirit invested $314.2 million in 39 properties, including revenue producing capital expenditures. New acquisitions comprise 25 transactions and are leased to 20 different tenants in 14 different industries, with an average lease term of 12 years. The $314.2 million invested has an initial weighted average cash yield of approximately 7.7%, with 69.8% representing transactions with existing customers.

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During the nine months ended September 30, 2017, the Company sold 161 properties for $406.4 million in gross proceeds, including the sale of 65 income producing properties for $267.9 million, with a weighted average capitalization rate of 7.39%. The remaining 96 properties were vacant and were sold for $138.4 million.
During the nine months ended September 30, 2017, Spirit continued to reduce the concentration of its largest tenant, Shopko with the sale of 11 revenue-producing Shopko properties for $65.0 million in gross proceeds at a weighted average cap rate of 7.71%.
During the nine months ended September 30, 2017, Spirit renewed 26 of 31 expiring leases, recapturing 101.3% of the expiring rent.
BALANCE SHEET, LIQUIDITY & CAPITAL MARKETS
Adjusted Debt to Annualized Adjusted EBITDA was 6.5x as of September 30, 2017, compared to 6.2x at September 30, 2016.
Unencumbered assets totaled $4.9 billion at both September 30, 2017 and 2016, representing approximately 61% and 58% of Spirit's total real estate investments, respectively.
As of November 1, 2017, Spirit had approximately $10.0 million in cash and cash equivalents on its balance sheet and had drawn $318.0 million under its $800.0 million unsecured line of credit.
As of November 1, 2017, Spirit had additional funds available for acquisitions of approximately $86.0 million in its 1031 Exchange and Spirit Master Trust Program release accounts.
On October 3, 2017, the Company closed its offering of 6,900,000 shares of 6.000% Series A Cumulative Redeemable Preferred Stock with a liquidation preference of $25.00 per share, inclusive of 900,000 shares issued in connection with the underwriters' exercise of their over-allotment option, for aggregate net proceeds of $166.6 million.
Definitions for FFO and AFFO (as well as a reconciliation of these measures to net income attributable to common stockholders) and certain other defined terms can be found in the supplemental financial and operating report posted on Spirit's website along with this release.
SHARE REPURCHASE PROGRAM
In August 2017, Spirit's Board of Directors authorized a new share repurchase program, under which the Company is authorized to repurchase up to $250.0 million of its outstanding common stock. Year-to-date, the Company has repurchased 28.8 million shares of its outstanding common stock, at a weighted average purchase price of $7.69 per share.
2017 GUIDANCE
The Company raised its 2017 AFFO per share guidance range from $0.80 to $0.84 to a range of $0.84 to $0.86 per share.
The Company does not provide a reconciliation for its guidance range of AFFO per diluted share to net income available to common stockholders per diluted share, the most directly comparable forward looking GAAP financial measure, due to the inherent variability in timing and/or amount of various items that could impact net income available to common stockholders per diluted share, including, for example, gains on debt extinguishment, impairments and other items that are outside the control of the Company.
EARNINGS WEBCAST AND CONFERENCE CALL TIME
The Company's third quarter 2017 earnings conference call is scheduled for Thursday, November 2, 2017 at 8:30 a.m. Eastern Time. Interested parties can listen to the call via the following:

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Internet:
The webcast link, as well as the dial-in information and other pertinent details relating to the earnings conference call can be located on the investor relations page of the Company's website at www.spiritrealty.com.
Phone:
(888) 349-0136 (Domestic) / (412) 542-4152 (International) / (855) 669-9657 (Canada)
No access code required.
Replay:
Available through November 16, 2017 with access code 10112672
(877) 344-7529 (Domestic) / (412) 317-0088 (International) / (855) 669-9658 (Canada)
SUPPLEMENTAL PACKAGES
A supplemental financial and operating report and associated addenda that contain non-GAAP measures and other defined terms, along with this press release, have been posted to the investor relations page of the Company's website at www.spiritrealty.com.
ABOUT SPIRIT REALTY
Spirit Realty Capital, Inc. (NYSE: SRC) is a premier net-lease real estate investment trust (REIT) that primarily invests in high-quality, operationally essential real estate, subject to long-term, net leases. Over the past decade, Spirit has become an industry leader and owner of income-producing, strategically located retail, industrial and office properties providing superior risk adjusted returns and steady dividend growth for our shareholders.
As of September 30, 2017, our diversified portfolio was comprised of 2,511 properties, including properties securing mortgage loans made by the Company. Our properties, with an aggregate gross leasable area of approximately 49.7 million square feet, are leased to approximately 421 tenants across 49 states and 30 industries. More information about Spirit Realty Capital can be found on the investor relations page of the Company's website at www.spiritrealty.com.
INVESTOR CONTACT
Investor Relations
(972) 476-1403
InvestorRelations@spiritrealty.com

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FORWARD-LOOKING AND CAUTIONARY STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements can be identified by the use of words such as “expect,” “plan,” “will,” “estimate,” “project,” “intend,” “believe,” “guidance,” and other similar expressions that do not relate to historical matters. These forward-looking statements are subject to known and unknown risks and uncertainties that can cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, Spirit’s continued ability to source new investments, risks associated with using debt to fund Spirit’s business activities (including refinancing and interest rate risks, changes in interest rates and/or credit spreads, changes in the price of our common stock, and conditions of the equity and debt capital markets, generally), unknown liabilities acquired in connection with acquired properties or interests in real-estate related entities, general risks affecting the real estate industry and local real estate markets (including, without limitation, the market value of our properties, the inability to enter into or renew leases at favorable rates, portfolio occupancy varying from our expectations, dependence on tenants' financial condition and operating performance, and competition from other developers, owners and operators of real estate), the financial performance of our retail tenants and the demand for retail space, particularly with respect to challenges being experienced by general merchandise retailers, potential fluctuations in the consumer price index, risks associated with our failure to maintain our status as a REIT under the Internal Revenue Code of 1986, as amended, risks and uncertainties related to the completion and timing of Spirit's proposed spin-off of certain properties leased to Shopko, the assets that collateralize Master Trust 2014 and potentially additional assets, and the impact of the spin-off on Spirit's business, and other additional risks discussed in Spirit’s most recent filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K. Spirit expressly disclaims any responsibility to update or revise forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
NOTICE REGARDING NON-GAAP FINANCIAL MEASURES
In addition to U.S. GAAP financial measures, this press release and the referenced supplemental financial and operating report and related addenda contain and may refer to certain non-GAAP financial measures. These non-GAAP financial measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. These non-GAAP financial measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures. Definitions of non-GAAP financial measures, reconciliations to the most directly comparable GAAP financial measures and statements of why management believes these measures are useful to investors are included in the Appendix of the supplemental financial and operating report, which can be found in the investor relations page of our website.

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SPIRIT REALTY CAPITAL, INC.
Consolidated Statements of Operations
(In Thousands, Except Share and Per Share Data)
(Unaudited)

 
Three Months Ended 
 September 30,
 
Nine Months Ended 
 September 30,
 
2017
 
2016
 
2017
 
2016
Revenues:
 
 
 
 
 
 
 
Rentals
$
159,799

 
$
161,765

 
$
479,506

 
$
484,090

Interest income on loans receivable
1,003

 
1,042

 
2,769

 
4,326

Earned income from direct financing leases
483

 
660

 
1,613

 
2,082

Tenant reimbursement income
4,691

 
3,469

 
13,136

 
10,493

Other income
3,574

 
5,572

 
6,583

 
11,600

Total revenues
169,550

 
172,508

 
503,607

 
512,591

Expenses:
 
 
 
 
 
 
 
General and administrative (1)
13,712

 
15,112

 
49,992

 
40,611

Restructuring charges

 
3,264

 

 
5,726

Transaction costs
2,660

 

 
3,145

 

Property costs
8,080

 
6,916

 
26,763

 
20,854

Real estate acquisition costs
196

 
1,056

 
773

 
2,092

Interest
48,680

 
47,653

 
142,129

 
149,842

Depreciation and amortization
63,673

 
65,300

 
192,887

 
194,227

Impairments
37,737

 
15,407

 
88,109

 
41,396

Total expenses
174,738

 
154,708

 
503,798

 
454,748

(Loss) income before other income/(expense) and income tax benefit (expense)
(5,188
)
 
17,800

 
(191
)
 
57,843

Other income (expense):
 
 
 
 
 
 
 
Gain (loss) on debt extinguishment
1,792

 
(8,349
)
 
1,770

 
326

Total other income (expense)
1,792

 
(8,349
)
 
1,770

 
326

(Loss) income before income tax benefit (expense)
(3,396
)
 
9,451

 
1,579

 
58,169

Income tax benefit (expense)
11

 
(12
)
 
(419
)
 
(932
)
(Loss) income before gain on disposition of assets
(3,385
)
 
9,439

 
1,160

 
57,237

Gain on disposition of assets
8,707

 
17,960

 
40,197

 
39,221

Net income attributable to common stockholders
$
5,322

 
$
27,399

 
$
41,357

 
$
96,458

 
 
 
 
 
 
 
 
Net income per share attributable to common stockholders—basic
$
0.01

 
$
0.06

 
$
0.09

 
$
0.21

Net income per share attributable to common stockholders—diluted
$
0.01

 
$
0.06

 
$
0.09

 
$
0.21

 
 
 
 
 
 
 
 
Weighted average shares of common stock outstanding:
 
 
 
 
 
 
 
Basic
456,671,617

 
479,554,362

 
472,698,692

 
457,263,526

Diluted
456,671,617

 
480,598,610

 
472,698,692

 
457,301,623

Dividends declared per common share issued
$
0.1800

 
$
0.1750

 
$
0.5400

 
$
0.5250

(1) YTD 2017 balances include $11.1 million in severance related costs.

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SPIRIT REALTY CAPITAL, INC.
Consolidated Balance Sheets
(In Thousands, Except Share and Per Share Data)
(Unaudited)
 
September 30,
2017
 
December 31, 2016
 
 
 
 
Assets
 
 
 
Investments:
 
 
 
Real estate investments:
 
 
 
Land and improvements
$
2,600,873

 
$
2,704,010

Buildings and improvements
4,702,828

 
4,775,221

Total real estate investments
7,303,701

 
7,479,231

Less: accumulated depreciation
(1,018,544
)
 
(940,005
)
 
6,285,157

 
6,539,226

Loans receivable, net
76,821

 
66,578

Intangible lease assets, net
429,857

 
470,276

Real estate assets under direct financing leases, net
24,883

 
36,005

Real estate assets held for sale, net
133,382

 
160,570

Net investments
6,950,100

 
7,272,655

Cash and cash equivalents
11,947

 
10,059

Deferred costs and other assets, net
218,400

 
140,917

Goodwill
254,340

 
254,340

Total assets
$
7,434,787

 
$
7,677,971

Liabilities and stockholders’ equity
 
 
 
Liabilities:
 
 
 
Revolving Credit Facility
$
386,000

 
$
86,000

Term Loan, net
419,091

 
418,471

Senior Unsecured Notes, net
295,242

 
295,112

Mortgages and notes payable, net
2,050,302

 
2,162,403

Convertible Notes, net
712,510

 
702,642

Total debt, net
3,863,145

 
3,664,628

Intangible lease liabilities, net
162,619

 
182,320

Accounts payable, accrued expenses and other liabilities
149,858

 
148,915

Total liabilities
4,175,622

 
3,995,863

Commitments and contingencies
 
 
 
Stockholders’ equity:
 
 
 
Common stock, $0.01 par value, 750,000,000 shares authorized: 455,900,032 and 483,624,120 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively
4,559

 
4,836

Capital in excess of par value
5,190,849

 
5,177,086

Accumulated deficit
(1,936,243
)
 
(1,499,814
)
Total stockholders’ equity
3,259,165

 
3,682,108

Total liabilities and stockholders’ equity
$
7,434,787

 
$
7,677,971



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SPIRIT REALTY CAPITAL, INC.
Reconciliation of Non-GAAP Financial Measures
(In Thousands, Except Share and Per Share Data)
(Unaudited)
FFO and AFFO
 
Three Months Ended September 30,
 
Nine Months Ended 
 September 30,
 
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Net income attributable to common stockholders (1) (2)
$
5,322

 
$
27,399

 
$
41,357

 
$
96,458

Add/(less):
 
 
 
 
 
 
 
Portfolio depreciation and amortization
63,530

 
65,155

 
192,465

 
193,892

Portfolio impairments
37,737

 
15,384

 
88,109

 
41,693

Realized gains on sales of real estate
(8,707
)
 
(17,960
)
 
(40,197
)
 
(39,221
)
Total adjustments to net income
92,560

 
62,579

 
240,377

 
196,364

 
 
 
 
 
 
 
 
FFO
$
97,882

 
$
89,978

 
$
281,734

 
$
292,822

Add/(less):
 
 
 
 
 
 
 
(Gain) loss on debt extinguishment
(1,792
)
 
8,349

 
(1,770
)
 
(326
)
Restructuring charges

 
3,264

 

 
5,726

Other costs included in general and administrative associated with headquarters relocation

 
1,501

 

 
3,442

Transaction costs
2,660

 

 
3,145

 

Real estate acquisition costs
196

 
1,056

 
773

 
2,092

Non-cash interest expense
5,810

 
4,178

 
16,937

 
10,144

Accrued interest and fees on defaulted loans
1,344

 
853

 
2,917

 
3,951

Swap termination costs (included in general and administrative)

 

 

 
1,724

Straight-line rent, net of related bad debt expense (4)
(3,217
)
 
(3,246
)
 
(13,427
)
 
(14,097
)
Other amortization and non-cash charges
(743
)
 
(954
)
 
(2,447
)
 
(2,058
)
Non-cash compensation expense
2,339

 
3,399

 
13,778

 
7,189

Total adjustments to FFO
6,597

 
18,400

 
19,906

 
17,787

 
 
 
 
 
 
 
 
AFFO
$
104,479

 
$
108,378

 
$
301,640

 
$
310,609

 
 
 
 
 
 
 
 
Dividends declared to common stockholders
$
82,062

 
$
84,606

 
$
251,606

 
$
246,151

Dividends declared as a percent of AFFO
79
%
 
78
%
 
83
%
 
79
%
Net income per share of common stock
 
 
 
 
 
 
 
Basic (3)
$
0.01

 
$
0.06

 
$
0.09

 
$
0.21

Diluted (3)
$
0.01

 
$
0.06

 
$
0.09

 
$
0.21

FFO per share of common stock
 
 
 
 
 
 
 
Diluted (3)
$
0.21

 
$
0.19

 
$
0.59

 
$
0.64

AFFO per share of common stock
 
 
 
 
 
 
 
Diluted (3)
$
0.23

 
$
0.22

 
$
0.64

 
$
0.68

Weighted average shares of common stock outstanding:
 
 
 
 
 
 
 
Basic
456,671,617

 
479,554,362

 
472,698,692

 
457,263,526

Diluted
456,671,617

 
480,598,610

 
472,698,692

 
457,301,623

(1) Included in the nine months ended September 30, 2017 general and administrative costs is $11.1 million of severance related costs, comprising $4.2 million of cash compensation and $6.9 million of non-cash compensation related to the acceleration of restricted stock and performance share awards.
(2) For the nine months ended September 30, 2016, net income attributable to common stockholders includes compensation for lost rent received from the Haggen Holdings, LLC settlement for six rejected stores as follows (in millions):
Contractual rent from date of rejection through either sale date or September 30, 2016        $ 1.3
Three months of prepaid rent for the three stores subsequently sold                 0.5
Total included in AFFO                            $ 1.8
(3) For the three months ended September 30, 2017 and 2016, dividends paid to unvested restricted stockholders of $0.3 million and $0.2 million, respectively, and for the nine months ended September 30, 2017 and 2016, dividends paid to unvested restricted stockholders of $0.7 million and $0.4 million, respectively, are deducted from net income, FFO and AFFO attributable to common stockholders in the computation of per share amounts.
(4) Straight-line bad debt expense totaled $2.4 million and $4.7 million for the three and nine months ended September 30, 2017, respectively.

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